Board of directors

board of trusteesdirectorboardCorporate directorboard of governorsboard memberdirectorsboards of directorsexecutive boardcompany director
A board of directors is a recognized group of people who jointly oversee the activities of an organization, which can be either a for-profit business, nonprofit organization, or a government agency.wikipedia
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Corporate law

business lawcompany lawcorporate
Such a board's powers, duties, and responsibilities are determined by government regulations (including the jurisdiction's corporations law) and the organization's own constitution and bylaws.
Corporate law regulates how corporations, investors, shareholders, directors, employees, creditors, and other stakeholders such as consumers, the community, and the environment interact with one another.

Business

for-profitenterprisefirm
A board of directors is a recognized group of people who jointly oversee the activities of an organization, which can be either a for-profit business, nonprofit organization, or a government agency.
Corporation: The owners of a corporation have limited liability and the business has a separate legal personality from its owners. Corporations can be either government-owned or privately owned, and they can organize either for profit or as nonprofit organizations. A privately owned, for-profit corporation is owned by its shareholders, who elect a board of directors to direct the corporation and hire its managerial staff. A privately owned, for-profit corporation can be either privately held by a small group of individuals, or publicly held, with publicly traded shares listed on a stock exchange.

Nonprofit organization

non-profitnon-profit organizationnonprofit
A board of directors is a recognized group of people who jointly oversee the activities of an organization, which can be either a for-profit business, nonprofit organization, or a government agency.
The organization may be controlled by its members who elect the board of directors, board of governors or board of trustees.

Chairman

chairchairman of the boardchairperson
Typically, the board chooses one of its members to be the chairman (often now called the "chair" or "chairperson"), who holds whatever title is specified in the by-laws or articles of association.
The chairman (also chair) is the highest officer of an organized group such as a board, a committee, or a deliberative assembly.

Interlocking directorate

directorsinformal connectionsinterlocking directors
This practice results in an interlocking directorate, where a relatively small number of individuals have significant influence over a large number of important entities.
Interlocking directorate refers to the practice of members of a corporate board of directors serving on the boards of multiple corporations.

Shareholder

shareholdersstockholderstockholders
In a stock corporation, non-executive directors are voted for by the shareholders and the board is the highest authority in the management of the corporation.
The board of directors of a corporation generally governs a corporation for the benefit of shareholders.

Non-executive director

non-executiveDirectorNED
Non-executive director – an inside director who is not an executive with the organization
A non-executive director (abbreviated to non-exec, NED or NXD), independent director or external director is a member of the board of directors of a company or organisation, but not a member of the executive management team.

Chief financial officer

CFOfinance directorFD
Other executives of the organization, such as its chief financial officer (CFO) or executive vice president
In the United Kingdom, the typical term for a CFO is finance director (FD). The CFO typically reports to the chief executive officer (CEO) and the board of directors and may additionally have a seat on the board.

Quorum

delay the divisionquoratecall of the house
They may also specify how a quorum is to be determined.
In committee s and boards, a quorum is a majority of the members of the board or committee unless provided otherwise.

Robert's Rules of Order

Robert's Rules of Order Newly RevisedRobert's RulesParliamentary Procedure
Most organizations have adopted Robert's Rules of Order as its guide to supplement its own rules.
The types of deliberative assemblies are a mass meeting, a local assembly of an organized society (local club or local branch), a convention, a legislative body, and a board.

Executive compensation

executive paycompensation committeecompensation
In this capacity they establish policies and make decisions on issues such as whether there is dividend and how much it is, stock options distributed to employees, and the hiring/firing and compensation of upper management.
Executive pay is an important part of corporate governance, and is often determined by a company's board of directors.

National Association of Corporate Directors

NACD DirectorshipNACD
Some who are pushing for this standardization in the USA are the National Association of Corporate Directors, McKinsey and The Board Group.
In 2010, NACD acquired Directorship magazine, a magazine dedicated for today’s corporate officers and board of directors.

President (corporate title)

Presidentcompany presidentCo-President
selecting, appointing, supporting and reviewing the performance of the chief executive (of which the titles vary from organization to organization; the chief executive may be titled chief executive officer, president or executive director);
In some organizations the president has the authority to hire staff and make financial decisions, while in others the president only makes recommendations to a board of directors, and still others the president has no executive powers and is mainly a spokesman for the organization.

Supervisory board

Chairman of the Supervisory Boardsupervisory committeeboard of directors
In some European and Asian countries, there are two separate boards, an executive board for day-to-day business and a supervisory board (elected by the shareholders and employees) for supervising the executive board.
A supervisory board or supervisory committee, often called board of directors, is a group of individuals chosen by the stockholders of a company to promote their interests through the governance of the company and to hire and supervise the executive directors and CEO.

Management

managermanagersadministration
This ensures a distinction between management by the executive board and governance by the supervisory board and allows for clear lines of authority.
Senior managers, such as members of a Board of Directors and a Chief Executive Officer (CEO) or a President of an organization. They set the strategic goals of the organization and make decisions on how the overall organization will operate. Senior managers are generally executive-level professionals, and provide direction to middle management who directly or indirectly report to them.

Committee

standing committeeexecutive committeeconference committee
For publicly traded companies in the U.S., the directors which are available to vote on are largely selected by either the board as a whole or a nominating committee.
Governance: In organizations considered too large for all the members to participate in decisions affecting the organization as a whole, a smaller body, such as a board of directors, is given the power to make decisions, spend money, or take actions. A governance committee is formed as a separate committee to review the performance of the board and board policy as well as nominate candidates for the board.

By-law

bylawsbylawby-laws
Such a board's powers, duties, and responsibilities are determined by government regulations (including the jurisdiction's corporations law) and the organization's own constitution and bylaws. Typically, the board chooses one of its members to be the chairman (often now called the "chair" or "chairperson"), who holds whatever title is specified in the by-laws or articles of association.
It describes who can amend them (usually the membership, but it could be the organization's board of directors), how much notice is needed, and how much of a vote is needed.

Articles of association

articlesdeed of settlementMemorandum and Articles of Association
Typically, the board chooses one of its members to be the chairman (often now called the "chair" or "chairperson"), who holds whatever title is specified in the by-laws or articles of association.
In corporate governance, a company's articles of association (AoA, called articles of incorporation in some jurisdictions) is a document which, along with the memorandum of association (in cases where the memorandum exists) form the company's constitution, defines the responsibilities of the directors, the kind of business to be undertaken, and the means by which the shareholders exert control over the board of directors.

Agenda (meeting)

agendaorder of businessagendas
The process for running a board, sometimes called the board process, includes the selection of board members, the setting of clear board objectives, the dissemination of documents or board package to the board members, the collaborative creation of an agenda for the meeting, the creation and follow-up of assigned action items, and the assessment of the board process through standardized assessments of board members, owners, and CEOs.
2) Reports of officers, boards and standing committees

Dividend

dividendsstock dividendcash dividend
In this capacity they establish policies and make decisions on issues such as whether there is dividend and how much it is, stock options distributed to employees, and the hiring/firing and compensation of upper management.
A dividend that is declared must be approved by a company's board of directors before it is paid.

Executive director

DirectorexecutiveED
selecting, appointing, supporting and reviewing the performance of the chief executive (of which the titles vary from organization to organization; the chief executive may be titled chief executive officer, president or executive director);
The precise meanings of these terms are discussed in the board of directors article.

Governance

governedGoverning Boardrule
This ensures a distinction between management by the executive board and governance by the supervisory board and allows for clear lines of authority.
For instance, a government may operate as a democracy where citizens vote on who should govern and the public good is the goal, while a non-profit organization or a corporation may be governed by a small board of directors and pursue more specific aims.

Shareholder rights plan

poison pillpoison pill strategypoison-pill
The study also shows that companies often improve their corporate governance by removing poison pills or classified boards and by reducing excessive CEO pay after their directors receive low shareholder support.
A shareholder rights plan, colloquially known as a "poison pill", is a type of defensive tactic used by a corporation's board of directors against a takeover.

Inside director

Executive Directors
In practice for publicly traded companies, the managers (inside directors) who are purportedly accountable to the board of directors have historically played a major role in selecting and nominating the directors who are voted on by the shareholders, in which case more "gray outsider directors" (independent directors with conflicts of interest) are nominated and elected.
An inside director is a member of the board of directors of a corporation who is also a member of the corporation's management, almost always a corporate officer.

Annual general meeting

AGMgeneral meetingannual meeting
In membership organizations, such as a society made up of members of a certain profession or one advocating a certain cause, a board of directors may have the responsibility of running the organization in between meetings of the membership, especially if the membership meets infrequently, such as only at an annual general meeting.
The business may include electing a board of directors, making important decisions regarding the organization, and informing the members of previous and future activities.