Structure of Board of Directors

by Paul Cartmell; Updated September 26, 2017

A board of directors is used in a number of settings, including the corporate world, academic institutions and nonprofit organizations. The size and formation of a board of directors is usually determined by the needs of the particular institution or business. The board of directors governs the overall operations and future plans of a corporation or institution.

Make-Up

The size of a board of directors can be anywhere from a handful of people to a large number. A company's shareholders vote at annual general meetings on the formation of the board of directors.

Chief Executive Officer

The chief executive officer (CEO) has oversight responsibility for the activities of the business. Among other duties, the CEO is responsible for signing contracts and documents that have a legal impact on the corporation. The CEO generally reports to the board of directors.

Chief Operating Officer

The chief operating officer (COO) is in charge of the everyday operations of a company and reports directly to the CEO on matters of corporate importance.

Treasurer/CFO

The treasurer or chief financial officer (CFO) is in charge of nearly all of the financial operations of a corporation or institution. This is the officer that is held responsible for the financial affairs of the entity in the event of noncompliance with proper financial and accounting practices.

Secretary

The secretary of the board documents the minutes of shareholder meetings; other duties of the secretary include the handling of records and documents detailing the activities of the corporation or institution.

Board of Trustees

In nonprofit and educational institutions, the governing board is known as the board of trustees, which is responsible for instituting policy matters and ensuring the financial health of the organization. In comparison to a board of directors, a board of trustees has varying levels of responsibility for day-to-day running of the organization, which is handled by the college president, who is usually elected by the board of trustees.

About the Author

Paul Cartmell began his career as a writer for documentaries and fictional films in the United Kingdom in the mid-1990s. Working in documentary journalism, Cartmell wrote about a wide variety of subjects including racism in professional sports. Cartmell attended the University of Lincoln and London Metropolitan University, gaining degrees in journalism and film studies.

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