board of directors

board of directors
/ˌbɔ:d əv daɪ'rektəz/ noun
1. GB a group of directors elected by the shareholders to run a company
● The bank has two representatives on the board of directors.
2. US a group of people elected by the shareholders to draw up company policy and to appoint the president and other executive officers who are responsible for managing the company
▪▪▪
‘…a proxy is the written authorization an investor sends to a stockholder meeting conveying his vote on a corporate resolution or the election of a company’s board of directors’ [Barrons]
COMMENT: Directors are elected by shareholders at the AGM, though they are usually chosen by the chairman or chief executive. A board will consist of a chairman (who may be non-executive), a chief executive or managing director, and a series of specialist directors in charge of various activities of the company (such as production director or sales director). The company secretary will attend board meetings, but is not a director. Apart from the executive directors, who are in fact employees of the company, there may be several non-executive directors, appointed either for their expertise and contacts, or as representatives of important shareholders such as banks. These non-executive directors are paid fees. The board of an American company may be made up of a large number of non-executive directors and only one or two executive officers; a British board has more executive directors.

Dictionary of banking and finance. 2015.

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