Direction

The order and go-
vernment of an institution; the persons
who compose the board of directors arc
jointly called the direction. Direction,
in another sense, is nearly synonymous
with instruction, (q. v.)

Direction, 'practice , is that part of
a bill in chancery which contains the
address of the bill to the court; this
must of course, contain the appropriate
and technical description of the court.

DIRECTOR OF THE MINT, is an
officer whose duties are prescribed by I
the act of Congress of January 18, j
1837, 4 Sharsw. Cont. of Story L. U.

S. 2524, ns follows : The director
shall have the control and manage-
ment of the mint, the superintendence
of the officers and persons employed
therein, and the general regulation and
supervision of the business of the
several branches. And in the month
of January of every year ho shall make
report to the President of the United
States of the operation of the mint and
its branches for the year preceding.
And also to the secretary of the
treasury, from time to time, ns said
secretary shall require;, setting forth
all the operations of the mint subse-
quent to the last report made upon the
subject.

2. — The director is required to ap-
point, with the approbation of tho
president, assistants to the assayer,
melter ami refiner, chief coiner and
engraver, and clerks to the director
and treasurer, whenever, on repre-
sentation made by the director to the
president, it shall be the opinion of tho
president that such assistants or clerks
are necessary. And bonds may lie
required from such assistants and
clerks in such sums ns the director
shall determine, with the approbation
of the secretary of the treasury. The
salary of the director of the mint, for
his services, including travelling ex-
penses incurred in visiting the different
branches, and all other charges what-
ever, is three thousnnd five hundred
dollars.

DIRECTORS are persons appointed
or elected according to law, authorised
to manage and direct the affairs of a
corporation, or company. The whole
of the directors collectively form the
board of directors.

2. — They are generally invested
with certain powers by the acts of the
legislature, to which they owe their
existence.

3. — In modern corporations created
by statutes, it is generally contemplated
by the charter, that the "business of the
corporation shall be transacted ex-
clusively by the directors. 2 Cai net’s
R. 381. And tho acts of such a board,
evidenced by a legal vote, arc as com-

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pletcly binding upon the corporation,
and as complete authority to their
agents, ns the most solemn acts done
under the corporate seal. 8 Wheat.
U. 357, 8.

4. — To make a legal board of di-
rectors, they must meet at a time
when, and a place where, every other
director has the facility of attending to
consult and be consulted with ; and
there must be a sufficient number
present to constitute a quorum. 3 L.

R. 574 ; 13 L. R. 527 ; 0 L. R. 769.
See 11 Mass. 288; 5 Litt. R. 46; 12

S. & R. 256 ; 1 Pet. S. C. R. 46.
Vide Dane’s Ab. h. t.

5. — Directors of a corporation are
trustees, and as such arc required to
use due diligence and attention to its
concerns, and are bound to a faithful
discharge of the duty which the situa-
tion imposes. They are liable to the
stockholders whenever there has been
gross negligence or fraud ; but not for
unintentional errors. 1 Edw. Ch. II.
513; 8 N. S. 80; 3 L. R. 575. See
4 Mann. & Gr. 552.