Washington § 23B.08.010 - Requirement for and duties of board of directors.

Full text of Washington Revised Code of Washington § 23B.08.010 — Requirement for and duties of board of directors., with citation guidance and answers to common questions.

§ 23B.08.010. Requirement for and duties of board of directors.

(1) Each corporation must have a board of directors, except that a corporation may dispense with or limit the authority of its board of directors by describing in its articles of incorporation, or in a shareholders' agreement authorized by RCW 23B.07.320, who will perform some or all of the duties of the board of directors.
(2) Subject to any limitation set forth in this title, the articles of incorporation, or a shareholders' agreement authorized by RCW 23B.07.320:
(a) All corporate powers shall be exercised by or under the authority of the corporation's board of directors; and
(b) The business and affairs of the corporation shall be managed under the direction of its board of directors, which shall have exclusive authority as to substantive decisions concerning management of the corporation's business.
[ 2011 c 328 s 2; 1989 c 165 s 80.]

Source: official Washington text · Last verified 2026-08-27

Frequently Asked Questions About Washington § 23B.08.010

What does Revised Code of Washington § 23B.08.010 cover?

Section 23B.08.010 ("Requirement for and duties of board of directors.") is part of the Revised Code of Washington, the codified statutory law of Washington. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.

How do I cite Washington § 23B.08.010?

A common citation format is "Revised Code of Washington § 23B.08.010" (Washington). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.

Is this the official text of Washington law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the Washington official source linked on this page or consult a licensed Washington attorney.

How does Washington § 23B.08.010 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Washington can advise on how this section applies to you. Contact your state or local bar association for a referral.

Sources & Verification

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