1.       What are the roles and responsibilities of Director?

In accordance to the provisions of the Memorandum and Articles of Association, that shall include details of the duties and rights of the directors in related to maintain the affairs and activities of the company, also responsible for compliance of the provisions of the company and the laws in the jurisdiction.

The offshore company has an elected committee, also known as the board of directors. If there is more than one director, that exercise delegated authority to manage the enterprise. The memorandum and articles of association also vest the power to control and manage the company property and affairs in the board of directors.

2.       What is the minimum number of Director?

Most of the Companies Laws of jurisdiction, an offshore company must appoint at least one director, who may be the same person as a shareholder. The director can be either a nature person, or a corporate entity. There are usually no maximum number of statutory directors, and no restrictions on director's nationalities. However, that may have particular requirements in different jurisdiction, for example, the company in Panama must appoint at least three directors. The directors can be any nationality as long as they are of legal ages.

3.      What is Register of Directors?

The offshore company must keep the Register of Directors at the Registered Office. The register of directors contains the names and addresses of the directors, and their dates of appointment and removal or resignation. The offshore company must notify the Registry within certain period, depend on the company laws of jurisdiction, if any changes are made to the register. 

4.       What is the procedures for appointment or resignation of Director?

The first Director shall be appointed by the founder member(s), or by the Registered Agent. After the initial phase any additional directors would be appointed by resolution as per the requirements of that Companies Laws of jurisdiction.

The member can removal of director with or without cause by passing a written resolution, and the written resolution must passed by a majority.

Meanwhile, the director can resign by giving written notice of resignation to the company. The resignation will take effect from the date the notice is received by the company, or a later date specified in the notice.