Board Definitions

[Guest Karen]

What are the difference in definitions of Board of Directors, Executive Board and Executive Committee? What are the compositions and hiarchy of these bodies in an organization?

[Steven Britton]

Whether it's a Board of Directors, Trustees, or Governors, in general they are the assembly that the bylaws entrust to manage the organization's affairs outside of a membership meeting.

If authorized in the bylaws, an Executive Committee is entrusted to act in the Board's behalf when circumstances don't allow that assembly to meet. It's described as a board within a board.

[David A Foulkes]

Also, RONR uses the term Executive Board to refer to the Board of Trustees (or Directors or Managers, as the case may be), so they are usually the same body. Your bylaws may specify the name Board of Trustees, but RONR often refers to this body as the executive board.

When a society has a large Board, with members often spread out geographically such that it is difficult for them all to gather for meetings, a smaller selection of the members (who typically live nearer by each other) of the Board can be constituted by the bylaws as the Executive Committee which can meet more easily and frequently, and often has much or all of the power of the Executive Board as well.

See Section 49 in RONR (11th Ed.) for further details.

[Tim Wynn]

What are the difference in definitions of Board of Directors, Executive Board and Executive Committee? What are the compositions and hiarchy of these bodies in an organization?

Keep in mind that an organization has none of these, unless so provided in the bylaws. So, to a great extent, they only exist as the bylaws say they do, and they only have the authority that the bylaws or the assembly provides to them.