Section 60.301 - Requirement for and duties of board of directors(1) Each corporation shall have a board of directors.(2) All corporate powers shall be exercised by or under the authority of, and the business and affairs of the corporation managed under the direction of, the board of directors, subject to any limitation set forth in the articles of incorporation or in an agreement authorized by ORS 60.265. 1987 c.52 §68; 1993 c.403 §4