In a public company does the board of directors contain any employee from the company (beside the CEO)?

By definition the Board of Directors contains no employees, because everybody on the Board is a Director.

 

Exactly who is on the board varies by country and by company.  There are usually three kinds of people:  representatives of the shareholders (usually the largest group), people who also work at the company (most commonly the CEO and often the CFO, sometimes the heads of Marketing or Production), and people who are neither (non-executive directors, often semi-retired experts from the industry).

The shareholders decide who are Directors.  They may or may not include the CEO.

A CEO who is on the Board has no conflict of interest - he is a director of the company and that is what is important.  Directors are appointed by the shareholders to run the company - whether they hire staff or do the job themselves is, technically, a matter for the directors.

 

Thank you for your invite. The constitution of BOD normally includes CEO and CFO who are employees of the company. As these executives are accountable for the P&L and overall performance of the company. Besides these employees normally major share holders or the authorized representatives of Bank or financial Institutions or Investors are there. In some of the public sector companies even employee union leader are also board members. The board members are normally elected so the composition keeps changing with the stake holding position. 

There are corporate :

1- Owners (shareholders), who govern the entity & elect the board of directors.

2- Board of Directors (BOD)---they establish corporate policies, st the mission of entity & appoint officers who carry out the policies through their daily management of the entity! Also, Directors have the overall direction & oversight of management.

3- Officers that carry out the policies through their daily management of the operation & translate the mission set by BOD

 

BOD may consist of external directors that are independent of management.

In fact, the term "Chief Executive Officer" does not appear anywhere in the DE GCL, and the term "Chairperson" only appears one time, in Section158. (And Section158 merely provides the Chairperson with the authority to countersign a stock certificate -- the same authority granted to a mere vice-president or secretary of the company.) So what does this mean under the law? When a Chief Executive Officer or a Chairperson of the Board is appointed, the Chairperson can have whatever responsibilities and authority the Bylaws permit and the Board of Directors designates (although neither can alter the authority specified in Section158). Though I am about to explain what the responsibilities typically are for these roles, is important to note that there are limited legal underpinnings to these generalities, so your mileage may vary if you're trying to guess responsibilities from these titles. Chief Executive Officer: If one exists, a Chief Executive Officer is generally senior to the President and the most senior executive officer in a Company. If it doesn't exist, that executive would generally be the President. I say generally because any company could choose to alter this structure, and some do. (Jerry Yang was Chief Yahoo at Yahoo!, for example.) So, the Chief Executive Officer is effectively the President's boss most of the time, and reports directly to the Board of Directors. As you might imagine, the responsibilities of a Chief Executive Officer are varied but can be distilled down to one: manage the company as the senior-most executive officer. Chairperson: If there is a Chairperson of the Board, the Chairperson can have a very wide and varied set of responsibilities. Normally a Chairperson is not an executive officer, and is merely in charge of running meetings of the Board of Directors. This generally means that a Chairperson can call for board meetings to occur, can call a board meeting to order, and can call for a vote -- and not much else. Sometimes a Chairperson is also an executive officer of the company -- such a Chairperson is known as an Executive Chairperson. An Executive Chairperson generally has all the authority of a non-executive Chairperson and also is the boss of all other executive officers, including any Chief Executive Officer and any President. Effectively an Executive Chairperson has the responsibility to manage the company as the senior-most executive officer and to manage and run the board meetings. That said, the Board itself is senior to a Chairperson (whether an Executive Chairperson or not) and can overrule the Chairperson (just like it can overrule a Chief Executive Officer), even when it comes to conduct of board meetings.

It is not uncommon for Boards to be made up of Executive and Non-executive Directors. 

 

Executive Directors commonly include the CEO and CFO and their role in the Board is to represent the views of the Management. It is important to have them in the Board so that management views are heard at the Board. Sometimes the CEO is also referred to as "Managing Director".

 

Non--executive Directors balance the Board composition and they bring an independent view to the Board. Non-Executive Directors membership in sub-committees such as Audit Committee, Risk Committee and  Remuneration Committee particularly help to ensure that these committees are independent in ensuring that the governance of the company is balanced.

 

For good Governance, the Chairman is best a non-Executive member and he/she balances the views of Executive and non-Executive members.

Further, for good Governance, the Chairman should never also be the CEO. The Chairman and CEO should be2 separate persons.

 

The Chairman of the Board of Directors

The board of directors here does not include any employee

No employee can be a member of the board of directors.

The board of directors are made up of executive and non executive members only

 

 

Members of the Board of Directors cannot work or do business with the company so that there is no interference in personal and professional interests          

I apologize, I did not understand the purpose of the question .. If the intention is to have two jobs for one person in a particular company .. I say frankly as for this person does not have confidence in people or it may be that he admires the capabilities of this person, which makes him employ him in more than one job .. I hope from All general managers and owners of companies open the field of work so that everyone can demonstrate their true potential.

Is a body composed of a number of members, whether elected or appointed, who jointly supervise the activities of an organization, company or institution. There is always a staff representative, but they are often chosen with experience and knowledge