The board of directors is the highest governing body in a business. This body is responsible for the organization’s goals and the decision-making processes. The board of directors is comprised of senior leaders who are elected or appointed by the members. The corporate constitution, bylaws and regulations from the government regulate the board of directors’ authority and duties.

An executive committee is a smaller group that has close ties to the leadership and who can meet on short notice and discuss urgent matters that affect the organization and then bring them to the board’s attention. Depending on the company’s structure and bylaws the executive committee could have the same responsibilities as the board of directors. However, it could have a smaller role.

The executive committee is generally comprised of three members: the chairperson, the vice-chairperson and the treasurer. The chairperson also acts as the spokesperson for the organization and ensures that all committee and board activities are in line with the mission. The executive committee may be a good choice when the organization is looking to address issues that are repetitive or ideas that are controversial. This group is used for vetting and approving these matters before they are discussed with the board.

It’s also important to ensure that the committee doesn’t take on decision-making authority that, under the bylaws is properly the responsibility of the board in its entirety. An executive committee must have clearly defined charter, a procedure to delegate power, and internal checks and balances.

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