Roles and Responsibilities of a Board of Management

Board Management Roles and Responsibilities

It is impossible to exaggerate the value of the board of directors (B of D). They are crucial to an organization’s success and ultimately accountable for its survival or collapse. Moreover, they are collectively liable for the organization’s legal management.

It is important to specify the obligations and responsibilities of the board of directors. Each board member must understand exactly what is required of him or her and be held accountable when they go off course. It’s hard to perform a job successfully if you don’t understand what it requires.

What Are the Board of Directors’ Primary Responsibilities?

The three basic responsibilities of the B of D are accountability, strategic direction, and governance.


Board governance is the framework that regulates the composition, operation, and decision-making processes of the board. It outlines procedures, guidelines, and methods that boards may use to better comprehend the duties assigned to individual committee members and the board as a whole.

Strategic Focus

How the organization develops is decided by, or at least informed by, the board of directors. The B of D may assist the firm in addressing opportunities and possible threats by bringing significant strategic knowledge across a variety of sectors. The board should regularly conduct strategic planning, which should encompass both short- and long-term objectives.


The board has a legal obligation to oversee and hold the organization accountable. They must guarantee that all laws and moral principles are upheld and that the company is properly allocating its resources and managing its assets.

The Chair of the Board’s Obligations

The board chair’s main responsibility is to guide the other board members and serve as a direct point of contact between the board and management. Experienced board chairmen are aware that in order to do their jobs effectively, they must be abreast of all board operations and develop strong bonds with other board members, the CEO, management, corporate secretaries, and board committees.

The board chair’s primary duties include:

  • assist the corporate secretary or the individual filling that job in creating the agenda to highlight the most important items and efficiently run board meetings;
  • oversee board and executive committee meetings and provide the board the authority to carry out its responsibilities;
  • establish a courteous and cooperative atmosphere for strategic planning and decision-making at board meetings;
  • be prepared to challenge the chief executive officer or executive director in order to help the firm best achieve its objectives;
  • work cooperatively with management to best lead the organization during times of crisis;
  • act as the organization’s backup spokeswoman;
  • organize and assist with the yearly performance review of the CEO.

Duties of Board Members

No matter the sort of organization—profit, nonprofit, or publicly traded—each board member has some universal duties, but their specific obligations also vary.

Private Business

A B of D is a requirement for all businesses. Private businesses are not obligated to establish a B of D, although they are free to do so if they so wish. The main distinction between public, corporate board, and a private B of D is that the latter is answerable to the shareholders. Private corporations are not required by law to fully disclose their financial and operational data. Thus the B of D may have a more consultative function.


The B of D of a limited liability company (LLC) is not a formal body. Instead, the LLC’s owners, who are sometimes referred to as a board of advisers, serve as an informal B of D. Due to their financial stake in the LLC, the owners naturally serve as its executive oversight.

No of the sort of organization, all board members must, at the very least:

  • attend all board meetings, committee meetings, and other activities;
  • before board and committee meetings, review the agenda and accompanying documents;
  • know the organization’s goals, objectives, policies, and programs;
  • monitor the business environment, especially any rivals.