Board of directors
A board of directors is a body of elected or appointed persons who jointly oversee the activities of an organization. Its activities are governed by powers, duties, and responsibilites delegated to it or conferred on it by authority outside itself. The body is sometimes referred to as the board of trustees, governors, or managers. It is often simply referred to as "the board."
In an organization with voting members, the board is an instrumentality of, and is subordinate to, the organization's full assembly, which usually chooses the members of the board. In a stock corporation, the board is elected by the stockholders and is the highest authority in the management of the corporation. In a nonstock corporation with no general voting membership, for example a university or a foundation, the board is the supreme governing body of the institution.
Typical duties of boards of directors include:
- Determining the organization's mission and purpose
- Governing the organization by establishing broad policies and objectives
- Selecting, appointing, supporting and reviewing the performance of the chief executive
- Insuring the presence of adequate financial resources
- Approving annual budgets
- Accounting to the stakeholders for the organization's performance
Sources
Robert's Rules of Orcer Newly Revised ISBN 0-7382-0307-6