The board of director​s, or the majority thereof, controls and directs the affairs of the corporatio​n; but in drawing to itself the power of the corporatio​n, it occupies a position of trusteeship in relation to the minority of the stock. The board shall exercise good faith, care, and diligence in the administration of the affairs of the corporatio​n, and protect not only the interest of the majority but also that of the minority of the stock. (Cua vs. Tan G.R. No. 181455-56 December 04, 2009)