Understanding Board Members Responsibilities

Board members must act with full knowledge, in good faith, with due diligence and care, in the best interests of the company and shareholders. Understand the main principles of the Board Members’ responsibilities in the article below.

Board Members’ Responsibilities for Small and Big Businesses

The Board Members are responsible for the appointment, dismissal, and control over the activities of the executive bodies of the Company:

  • preliminary consideration of candidates for the executive bodies with the right to suspend the powers of the general director (managing organization, manager) elected by the general meeting of shareholders;
  • approval of the terms of contracts with members of the executive bodies of the Company, including the terms of remuneration and other payments;
  • nomination of candidates for the formation of executive bodies and candidates for the boards of directors of controlled legal entities.

Small and big businesses need to maximize their existing software and tools first. For example, if your biggest needs are related to hiring and time tracking, ask the Board staff to use an existing program, such as a project management solution your employees may already be using, to create a resource center for new hires or evaluate payroll. Get up-to-date data and monitor the company’s performance in real-time.

There is a personnel management application that can be used to save time and costs in your daily activities. The Board app can build your workflow more efficiently, and you can get all the data you need from your smartphone, so you don’t have to stay at your desk to complete your task. Use a single system for information about all employees, form a database of candidates and manage talents in the company. No spreadsheets or extra software – everything you need is in one place.

Which Are the Main Tasks of the Board Members?

In some countries, there is also an additional body provided by law for audit purposes. It is intended that these principles apply to any structure of a Board of Directors entrusted with the functions of running an enterprise and overseeing management. In addition to managing corporate strategy, the board of directors is primarily responsible for monitoring the results of management activities and generating appropriate returns for shareholders, as well as for preventing conflicts of interest and balancing competing claims against the corporation. For a board of directors to carry out its duties effectively, it must be able to make objective and independent judgments.

An important task of the Board Member is to plan the work of the Board of Directors:

  1. determine the frequency and duration of meetings;
  2. establish rules for preparing questions for them;
  3. form the agenda.

The best practice for preparing its content includes coordinating with committee chairs, sending the draft agenda to other members of the Board of Directors for review and comments, and consulting with the corporate secretary on procedural matters. Agenda items are formed in order of their importance so that Council members have enough time and energy to discuss the most important issues.

During the meeting, the Board Members play the role of a moderator, allowing everyone to speak, following the rules, and managing the discussion process. It is important that he sums up the discussion, clearly formulating conclusions for putting questions to the vote and recording in the minutes. At the same time, the meeting should not turn into a “benefit performance of one actor.”