“ No alternate Board Members shall be designated, but the acting head or deputy head of any member department or agency may serve in lieu of the head of the concerned department or agency. The Board may invite the heads of other United States Government departments or agencies, other than the departments or agencies represented by the Board members, to participate in the activities of the Board when matters of interest to such departments or agencies are under consideration. ”
Board member
Definition and stakes
A board member is an individual who serves on a governing body responsible for overseeing the operations of organizations, ranging from corporations to nonprofits. This role, shaped by legal frameworks and organizational bylaws, entails strategic guidance, financial supervision, and responsibility to stakeholders. Authors such as Hugo Black have examined the complex power dynamics within boards, while William Amasa Scott has focused on principles of cooperative governance.
Legal documents and corporate regulations, including those found in Order 56 or Michigan’s Constitution, outline procedures for appointments and restrictions on terms. The relationship between internal and external directors, along with the balance of interests, highlights the board’s dual function as both a regulatory and strategic entity, demonstrating its significant impact on organizational governance.
Quotes about “board member”
L. Paul Bremer, Coalition Provisional Authority, Order 56: Central Bank Law
“ The Appointing Authority shall establish the terms and conditions of service of the members of the Board. When establishing the remuneration for the members of the Board, the Appointing Authority shall be guided by need to attract and retain highly qualified individuals to serve as members of the Board. 5. The remuneration and other terms and conditions of service of a Board member shall not be rendered less favorable during the term of office for which the Board member has been appointed. Article 14 Resignation and removal of Board members 1. ”
Doc Hastings,
Offshore Energy and Jobs Act (H. R. 2231…
(2013)
“ The Secretary shall appoint Board members to staggered terms of not more than 4 years, and shall not appoint a member for more than 2 consecutive terms. (4) Balance– In appointing members to the Board , the Secretary shall ensure a balanced representation of industry and research interests. ”
Hugo Black,
United States v. Fleischman — Dissent
“ Under the Tot rule, the minimum justification for such a presumption would be general experience that the most insignificant member of a board has power, if she 'does all she can,' to secure board production of documents held by its custodian. Experience not only fails to support this premise; as any one familiar with the loose-jointed structure of nonprofit associations should know, most members or most boards are wholly subordinate to the executive secretary and the chairman. ”
Thomas Hart Benton, Thirty Years' View (Vol. 1 of 2…
“ Instead of a board constituted of at least seven directors, according to the charter, at which those appointed by the United States have a right to be present, many of the most important money transactions of the bank have been, and still are, placed under the control of a committee, denominated the exchange committee, of which no one of the public directors has been allowed to be a member since the commencement of the present year. ”
“ They are carefully organized on the cooperative principle, each member having an equal voice in a general assembly which chooses a board of directors and a small administrative board, to which is intrusted the actual management and administration of the affairs of the society. ”
James Dabney McCabe, The Secrets of the Great City
“ The members of the Board are men of character, and their transactions are fair and open. They are required to fulfil all contracts in good faith, however great the loss to themselves, on pain of expulsion from the Board, and an expelled member cannot be reinstated. ”
Colonel House, Philip Dru: Administrator — Chapter XXXI: The Question of Taxation (1912)
“ As with the legal machinery he formed a board of five to advise with him, and to carry out his very well-defined ideas. Upon this board was a political economist, a banker, who was thought to be the ablest man of his profession, a farmer who was a very successful and practical man, a manufacturer and a Congressman, who for many years had been the consequential member of the Ways and Means Committee. All these men were known for their breadth of view and their interest in public affairs. ”
Arthur E. Bostwick,
Library Essays; Papers Related to the Work of Public Libraries
“ It does not always follow, for the organization may adapt itself to circumstances. The interested trustee may play with ease his two roles, fitting into his board as a lay member and becoming practically also a part of the expert staff. The masterful subordinate may dominate his board so as to become its dictator, and thus do away for a time with his lay control. ”
L. Paul Bremer, Coalition Provisional Authority, Order 64: Amendment to the Company Law No…
“ A person cannot be a member in the boards of directors of more than six companies at the same time. But, he can also assume the chairmanship of one or two other boards at the same time. � Second: The chairman or member of a board of directors of a company cannot become a chairman or member in the board of directors of another company that engages in similar business, unless he has been authorized by the general assembly of his company. Sub-Section Two: The Meeting of the Board of Directors Article 111: The board of directors shall meet within seven days of its formation. ”
One Big Union, Constitution and laws of the One Big Union (1919)
“ A member holding office on the General Executive Board must at all times maintain his credential both from his own local unit to Central Council or District Board, and from his Central Council or District Board to the convention. ”
Compass Partnership, Review of Governance of Wikimedia UK (2013)
“ Board members who are both operational volunteers and trustees should be clear about these separate roles. When acting as trustees they should be accountable to the board through the Chair for their activities and actions. When acting as volunteers on projects, they should usually be accountable to the Chief Executive or through the leader of the initiative to the Chief Executive. 42. Board members should recognise their crucial role in supporting the Chief Executive to achieve the organisation's objectives. ”
Sir Richard Carnac Temple, Lord Lawrence
“ He presided regularly at the weekly meetings, and when the executive business came to be done by several committees, he attended them also with the utmost assiduity. On this occasion, as on other occasions in his life, the acceptance of fresh work seemed to have an electric effect on him. After the lapse of seventeen years the operations of the Board are seen by all men to be vast, probably the largest of their kind under any one Board in the world ”
Various, Lippincott's Magazine, December…
“ Persons of distinction may be elected honorary members by a vote of three-fourths of the members of the board of direction. The board of direction is composed of a president, vice-president, treasurer, secretary, and eight directors, the former elected annually, the directors four for one year and four for two years. ”
Joseph Story,
The Bank of the United States v…
“ The directors are created a board, and not a corporate body. If the authority delegated to them can only be exercised by them when assembled as a board, with a proper quorum, and not by the separate assent of a majority of the whole body, (on which it is unnecessary here to express any opinion,) still it is clear, that their meetings and acts are but the meetings and acts of a board of agents acting ex officio, and not the meetings and acts of the corporation itself. ”
L. Paul Bremer, Coalition Provisional Authority, Order 64: Amendment to the Company Law No…
“ The board of directors shall handle the necessary administrative, financial, planning, organizational, and technical duties for running the company's business, other than those that fall within the jurisdiction of the general assembly. ”
Henry Martyn Robert,
Robert's Parliamentary Practice
(1921)
“ Nearly all organizations find it advisable to appoint a Board of Directors or Managers who act for the organization during the intervals between the meetings. These boards usually consist of the officers and some directors or managers who are elected in the same way and at the same time as the other officers. This board is subordinate to the society and must carry out its instructions and can take no action conflicting with any action taken by the society. ”
John Bright, Speeches on Questions of Public Policy…
“ I believe that the twenty-four gentlemen who constitute the Board of Directors would act just about as well as any other twenty-four persons elected by the same process, acting under the same influences, and surrounded by the same difficulties—having to act with another and independent body— the Board of Control. ”
American School of Correspondence, Cyclopedia of Commerce, Accountancy…
“ In the small corporation, we find the same board of directors elected by the stockholders. This board may be small, consisting of no more than five, or even three members, but the same executive officers are elected. One man may hold more than one office, as secretary and treasurer, or vice-president and treasurer, yet each office is filled. If the board is small the executive committee may be omitted, in which case the board itself performs the duties of the executive committee. ”
Roy B. Kester, Accounting theory and practice… (1922)
“ This remoteness of personal interest and supervision has been somewhat overcome by electing to the board only those largely interested in the business, and by retaining on the board those whose ability as managers has been tried and proved. The board usually hires and delegates to others the active management of affairs. ”
Florence Converse, The Story of Wellesley
“ The Scripture lesson was taken from I. Corinthians, "Other foundation can no man lay than that is laid," and the recessional was, "How firm a foundation." The Association is organized with a president and vice president, chosen from the senior class, and a secretary and a treasurer from the juniors; these are all elected by the whole undergraduate body. There is an Executive Board whose members are the president, vice president, secretary and treasurer of the association, the house presidents and their proctors, and a representative from each of the four classes, elected by the class. ”
Proceedings [of the] fourth National Conservation Congress… (1911)
“ A Board of Managers shall be created in each city in which the next ensuing session of the Congress is to be held, preferably by leading organizations of citizens. The Board of Managers shall have power to raise and expend funds, to incur obligations of its own responsibility, to appoint subordinate boards and committees, all with the approval of the Executive Committee of the Congress. ”
Various, The National Geographic Magazine…
“ The Officers of the Society shall be a President, five Vice-Presidents, a Treasurer, a Recording Secretary and a Corresponding Secretary.The above mentioned officers, together with eight other members of the Society, known as Managers, shall constitute a Board of Managers. Officers and Managers shall be elected annually, by ballot, a majority of the votes cast being necessary to an election; they shall hold office until their successors are elected ”
Thorstein Veblen,
The Higher Learning In America…
(1918)
“ These boards are made up of well-to-do businessmen, with a penchant for popular notability. and the qualifications necessary to be put in evidence by aspirants for executive office are such as will convince such a board of their serviceability. ”
William Francis Bailey, The Story of the First Trans-Continental Railroad
“ Under the Charter there were one hundred and fifty-eight persons named, who, together with five to be appointed by the Secretary of the Interior were to constitute a "Board of Commissioners" to effect a preliminary organization, open books for the subscription of stock and to call a meeting of the stockholders to elect a board of directors as soon as two thousand shares had been subscribed and ten dollars per share paid in. ”
American School of Correspondence, Cyclopedia of Commerce, Accountancy…
“ This plan of electing an executive committee is particularly desirable when the board is a large one, as it concentrates authority and results in more prompt action on matters demanding immediate attention. ”
John Cotton Dana,
A Library Primer
“ It is a good way to provide for five trustees, one to be appointed each year for a term of five years. This number is large enough to be representative, and small enough to avoid the great difficulty in securing a quorum if the number is large. The length of term in connection with gradual change of membership encourages careful planning, and it secures the much needed continuity of management and political independence. And yet there is sufficient change of officers so that the board will not be too far removed from the public will. ”
Gertrude Foster Brown,
Your vote and how to use it
(1918)
“ That instead of an unpaid board of twelve members, appointed from the judicial districts, there should be a board of nine, of whom one should be a woman; three members should be paid and should give all their time to the work, one of the three to be president of the board, one the chairman of a bureau for mental deficiency, and the third, chairman of a bureau for dependent children; the six unpaid members were to be specialists in the special classes of work which is supervised by the board. ”
Fullerton L. Waldo, Good housing that pays (1917)
“ At each annual meeting the stockholders shall elect twenty of their own number by ballot, to act as a Board of Directors. The majority of the votes cast shall elect. At such election the stockholders shall appoint two persons to act as Judges of the election, and the election shall be conducted in accordance with Section 8 of the Act of Assembly of April 28th, 1874, regulating corporations. ”
William R. Day,
United States v. Union Pacific Railroad Company…
“ Unless otherwise provided by law, the stockholders may authorize the board of directors to delegate to an executive committee the authority to do any and all acts which the directors are authorized to do. ”
Albert Sidney Bolles, Putnam's Handy Law Book for the Layman
“ The majority of the board clearly have no power to expel an individual director, or to exclude him from inspecting the company's books and participating in its management, although they may believe him to be hostile to the interests of the association. ”
Oscar S. Straus, Under Four Administrations, from Cleveland to Taft
“ The parties to the dispute may voluntarily submit their differences for settlement to a board, known as a Regional Adjustment Conference. This board consists of four representatives selected by the parties, and four others in their industry chosen by them and familiar with their problems. The board is presided over by a trained government official, the regional chairman, who acts as a conciliator. If a unanimous agreement is reached, it results in a collective bargain having the same effect as if reached by joint organization in the shop. ”
“ Chair; Membership.—The Administrator shall designate a representative to serve as the Chair of the advisory board. In addition to the Chair, the membership of the advisory board shall include— ‘‘ (1) the Deputy Director for Management of the Office of Management and Budget; ‘‘ (2) the Director of the Office of Personnel Management; ‘‘ (3) the Administrator of the Office of Electronic Government of the Office of Management and Budget; ‘‘ (4) the Assistant to the President and Chief Technology Officer; and ‘‘ (5) other individuals as may be designated by the Administrator. ”
L. Paul Bremer, Coalition Provisional Authority, Order 64: Amendment to the Company Law No…
“ The chairman and members of the board of directors shall do their best to serve the interests of the company as they would serve their own personal interests, and run the company in a sound and legal manner. ”
The American Quarterly Review, No…
“ That there is, moreover, a board of directors, who hold their offices only for a year, and who, once a month or oftener, appoint a committee to examine the affairs of the bank, and especially to ascertain whether the amount of notes, securities, and specie, correspond with the accounts of the institution. ”
Edmund Burke,
The Works of the Right Honourable Edmund Burke…
“ But if it were possible, in the nature of things, that the young should direct the old, and the inexperienced instruct the knowing,—if a board in the state was the best tutor for the counting-house,—if the desk ought to read lectures to the anvil, and the pen to usurp the place of the shuttle,—yet in any matter of regulation we know that board must act with as little authority as skill. ”
