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A board of directors is an executive committee that supervises the activities of a business, a nonprofit organization, or a government agency. The powers, duties, and responsibilities of a board of directors are determined by government regulations (including the jurisdiction's corporate law) and the organization's own constitution and by-laws ...
A board of directors is exposed to a variety of legislated liabilities, fiduciary and other duties. Responsibilities include unpaid wages, unpaid taxes, environmental damage, etc. By subjecting directors to such liabilities and fiduciary, directors are forced to make decisions and establish policies in a way that minimizes risks.
The executive committee may function more like a board than an actual committee. [19] [20] In any case, an executive committee can only be established through a specific provision in the charter or bylaws of the entity (i.e. a board cannot appoint an executive committee without authorization to do so). [19]
The board of supervisors or supervisor of a company with no board of supervisors may exercise the following authorities: (1) checking the financial affairs of the company; (2) supervising the duty-related acts of the directors and senior managers, and bringing forward proposals on the removal of any director or senior manager who violates any ...
It is expected to act collectively and collegially. Unlike the executive committee (a.k.a. operating committee or executive council) of a U.S. or UK company, the executive board is not an adjunct of the CEO (managing director). In contrast to Japanese corporate governance, the German executive board has real decision-making power. [2]
An ex officio member is a member of a body (notably a board, committee, or council) who is part of it by virtue of holding another office. The term ex officio is Latin, meaning literally 'from the office', and the sense intended is 'by right of office'; its use dates back to the Roman Republic.