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Diamond
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Americans have corporations and the British have companies. Companies are governed by a board of 'directors' one of whom is 'chairman (of the board)'. What is the title equivalent to director in the United States? The question is prompted by an acquaintance drawing up a document for use in Delaware in which she had referred to 'the directors'of a corporation and had been told by a fellow Briton that the term was not understood or used there. If so what are they called? Vice Presidents was suggested but that sounds as though they are all deputies to the President.

What of the chairman? Is the chairman termed the president there or is chairman used too?
 
Posts: 8071 | Location: Newmarket, UK/ Antibes, S.France | Registered: 07-14-02Reply With QuoteEdit or Delete MessageReport This Post
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Know in advance that this might be confusing.

A corporation has a Board of Directors, usually suggested by other directors but elected by stockholders. Public corporations have strict rules governing their activity and makeup, but the majority of Directors are usually "outside directors" and not employees of the corporation. With recent scandals, for example, public corporations must make every effort to include an outside director who is the Chief Financial Officer of another corporation.

Though not required, the Chairman of the Board of Directors is usually the lead employee of the corporation. When an employee, frequently this individual also carries the title of "Chief Executive Officer."

The Chief Executive Officer, who might be the Chairman, may also be the President of the Corporation. Larger corporations may own several smaller companies, each of which will likely have its own President.

Individuals in charge of primary functions of the corporation are more frequently called "Chief" something. There may be a Chief Financial Officer (CFO), a Chief Operating Officer (COO), a Chief Marketing Officer (CMO), a Chief Information Officer (CIO), etc. There may be a Vice President layer below that; a Vice President of Manufacturing, for example, may report directly to the Chief Operating Officer. The "Chief" designation has come into use in the last couple of decades. Prior to that, and still with some corporations, there was a hierarchy of Vice Presidents (Executive Vice President, Senior Vice President, etc).

Managers usually report to Vice Presidents.

If this isn't confusing enough, the term "Director" is creeping into our corporate structures. A Director is something more than a Manager and the term is probably used more in Limited Liability Companies, or LLCs (which may have more of a British flavor).

Your friend may be interested in looking at the Delaware Division of Corporations website.
 
Posts: 7715 | Location: in the backwoods of North Carolina | Registered: 06-07-02Reply With QuoteEdit or Delete MessageReport This Post
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Mine's a little simpler. The head of the board of directors is the Chairman of the Board. Others on the board are simply known as board members or members of the board.

I tried to delete this. It wouldn't let me. But it looks like "director" is perfectly acceptable under Delaware law.

quote:
All references in this paragraph to a director shall also be deemed to refer (x) to a member of the governing body of a corporation which is not authorized to issue capital stock, and (y) to such other person or persons, if any, who, pursuant to a provision of the certificate of incorporation in accordance with § 141(a) of this title, exercise or perform any of the powers or duties otherwise conferred or imposed upon the board of directors by this title.
 
Posts: 1799 | Location: Nashville, TN | Registered: 06-05-02Reply With QuoteEdit or Delete MessageReport This Post
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