A general counsel , also known as chief counsel or chief legal officer ( CLO ), is the chief in-house lawyer for a company or a governmental department.
58-477: In a company, the person holding the position typically reports directly to the CEO , and their duties involve overseeing and identifying the legal issues in all departments and their interrelation, including engineering, design, marketing, sales, distribution, credit, finance, human resources and production, as well as corporate governance and business policy. This would naturally require in most cases reporting directly to
116-457: A chairman and chief executive officer (CEO) as the top-ranking executive, while the number two is the president and chief operating officer (COO); other corporations have a president and CEO but no official deputy. Typically, senior managers are "higher" than vice presidents , although many times a senior officer may also hold a vice president title, such as executive vice president and chief financial officer (CFO). The board of directors
174-541: A chief marketing officer (CMO), particularly mature companies in competitive sectors, where brand management is a high priority. A chief value officer (CVO) is introduced in companies where business processes and organizational entities are focused on the creation and maximization of value. Approximately 50% of the S&;P 500 companies have created a chief strategy officer (CSO) in their top management team to lead strategic planning and manage inorganic growth, which provides
232-450: A chairman of the board or a president (or both), as well as a secretary and a chief financial officer. Limited liability company (LLC)-structured companies are generally run directly by their members, but the members can agree to appoint officers such as a CEO or to appoint "managers" to operate the company. American companies are generally led by a CEO. In some companies, the CEO also has
290-439: A company's business decisions, including those in operations, marketing, business development , finance, human resources , etc. The use of the CEO title is not necessarily limited to describing the head of a company. For example, the CEO of a political party is often entrusted with fundraising, particularly for election campaigns. In some countries, there is a dual board system with two separate boards, one executive board for
348-492: A distinction between management by the executive board and governance by the supervisory board. This seemingly allows for clear lines of authority. There is a strong parallel here with the structure of government, which tends to separate the political cabinet from the management civil service . In the United States and other countries that follow a single-board corporate structure, the board of directors (elected by
406-402: A facade of charm and eloquence. Traits such as courage and risk-taking, generally considered desirable, are often found alongside these psychopathic tendencies. Tara Swart, a neuroscientist at MIT Sloan School of Management , has suggested that individuals with psychopathic traits thrive in chaotic environments and are aware that others do not. As a result, they may intentionally create chaos in
464-462: A formal delegation of authority regarding business administration . Typically, responsibilities include being an active decision-maker on business strategy and other key policy issues, as well as leader , manager, and executor roles. The communicator role can involve speaking to the press and to the public, as well as to the organization's management and employees; the decision-making role involves high-level decisions about policy and strategy. The CEO
522-535: A long range perspective versus the tactical view of the COO or CFO. This function often replaces a COO on the C-Suite team, in cases where the company wants to focus on growth rather than efficiency and cost containment. A chief administrative officer (CAO) may be found in many large complex organizations that have various departments or divisions. Additionally, many companies now call their top diversity leadership position
580-532: A related development, British politician Andy McDonald received praise for educating a CEO on the role of trade unions. This occurred as the restaurant chain McDonald's faced scrutiny in the UK Parliament over allegations of a toxic workplace culture. Corporate executive Corporate titles or business titles are given to corporate officers to show what duties and responsibilities they have in
638-599: A source of criticism following a dramatic rise in pay relative to the average worker's wage . For example, the relative pay was 20-to-1 in 1965 in the US, but had risen to 376-to-1 by 2000. The relative pay differs around the world, and, in some smaller countries, is still around 20-to-1. Observers differ as to whether the rise is due to competition for talent or due to lack of control by compensation committees. In recent years, investors have demanded more say over executive pay. Lack of diversity amongst chief executives has also been
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#1732765582229696-504: A source of criticism. In 2018, 5% of Fortune 500 CEOs were women. In 2023 the number rose to 10.4% of for Women CEO's of Fortune 500 companies . The reasons for this are explained or justified in various ways, and may include biological sex differences, male and female differences in Big Five personality traits and temperament, sex differences in psychology and interests, maternity and career breaks, hypergamy , phallogocentrism ,
754-530: Is a subsidiary which has considerably more independence, then the title might be chairman and CEO. In many countries, particularly in Europe and Asia, there is a separate executive board for day-to-day business and supervisory board (elected by shareholders) for control purposes. In these countries, the CEO presides over the executive board and the chairman presides over the supervisory board, and these two roles will always be held by different people. This ensures
812-509: Is a Korean translation for " chief operating officer " ( 최고운영책임자, choego unyŏng chaegimja ), not companies have yet adopted it with the exception of a few multi-nationals such as Samsung and CJ (a spin-off from Samsung), while the CFO title is often used alongside other titles such as bu-sajang (SEVP) or Jŏnmu (EVP). Since the late 1990s, many Japanese companies have introduced the title of shikkō yakuin (執行役員) or 'officer', seeking to emulate
870-535: Is an association of 700 general counsel and senior managing counsel. The non-profit organization was founded in the fall of 1998 as the Dallas-Fort Worth General Counsel's Management Practices Forum (“DFWGCMPF”). The association is a partnership between in-house members and outside counsel, known as underwriters. Members are general counsel and managing counsel of corporations, non-profit organizations and government agencies. The mission of
928-517: Is middle management and may be called "vice presidents", " directors " or "managers", depending on the size and required managerial depth of the company. In British English, the title of managing director is generally synonymous with that of chief executive officer. Managing directors do not have any particular authority under the Companies Act in the UK, but do have implied authority based on
986-512: Is often called the "C-suite", or "CxO", where "x" is a variable that could be any functional area (not to be confused with CXO ). The traditional three such officers are CEO , COO , and CFO . Depending on the management structure, titles may exist instead of, or be blended/overlapped with, other traditional executive titles, such as president , various designations of vice presidents (e.g. VP of marketing), and general managers or directors of various divisions (such as director of marketing);
1044-402: Is often used in lieu of chief executive officer. Business publicists since the days of Edward Bernays (1891–1995) and his client John D. Rockefeller (1839–1937) and even more successfully the corporate publicists for Henry Ford , promoted the concept of the " celebrity CEO". Business journalists have often adopted this approach, which assumes that the corporate achievements, especially in
1102-418: Is sometimes included as one such subordinate executive officer, but, as suggested by Anthony Johndrow, CEO of Reputation Economy Advisors, it can also be seen as "simply another way to add emphasis to the role of a modern-day CEO – where they are both the external face of, and the driving force behind, an organization culture". In the US, the term "chief executive officer" is used primarily in business, whereas
1160-427: Is tasked with implementing the goals, targets and strategic objectives as determined by the board of directors. As an executive officer of the company, the CEO reports the status of the business to the board of directors, motivates employees, and drives change within the organization. As a manager, the CEO presides over the organization's day-to-day operations. The CEO is the person who is ultimately accountable for
1218-436: Is technically not part of management itself, although its chairman may be considered part of the corporate office if he or she is an executive chairman. A corporation often consists of different businesses, whose senior executives report directly to the CEO or COO, but that depends on the form of the business. If organized as a division then the top manager is often known as an executive vice president (EVP) . If that business
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#17327655822291276-479: Is to prevent a conflict of interest and too much power being concentrated in the hands of one person. In the United States, the board of directors (elected by the shareholders ) is often equivalent to the supervisory board, while the executive board may often be known as the executive committee (the division/subsidiary heads and C-level officers that report directly to the CEO). In the United States, and in business,
1334-837: The C-suite . The term "chief executive officer" is attested as early as 1782, when an ordinance of the Congress of the Confederation of the United States of America used the term to refer to governors and other leaders of the executive branches of each of the Thirteen Colonies . In draft additions to the Oxford English Dictionary published online in 2011, the Dictionary says that
1392-423: The chief diversity officer (CDO). However, this and many other nontraditional and lower-ranking titles are not universally recognized as corporate officers, and they tend to be specific to particular organizational cultures or the preferences of employees. Chairman of the board – presiding officer of the corporate board of directors. The chairman influences the board of directors, which in turn elects and removes
1450-522: The 1980s, however, the general counsel position has become increasingly prominent in multinational companies, often directly advising the board of directors in place of outside lawyers. General counsel are now often among the most highly paid executives of major American corporations, with many earning seven-figure or eight-figure compensation packages. Prominent American government lawyers and law firm partners are often hired for general counsel roles at prominent companies. Similar trends are also being seen in
1508-535: The CEO is also the president, is the vice president (VP). An organization may have more than one vice president, each tasked with a different area of responsibility (e.g., VP of finance, VP of human resources). Examples of subordinate executive officers who typically report to the CEO include the chief operating officer (COO), chief financial officer (CFO), chief strategy officer (CSO), chief marketing officer (CMO) and chief business officer (CBO). The public relations -focused position of chief reputation officer
1566-607: The FTSE100", although it will continue to be known as the GC100. Mark Harding, the first chair of the GC100, has stated that the GC100 is not a campaigning body, although they work closely with the FD100 (a similar grouping of blue chip finance directors). Chief executive officer A chief executive officer ( CEO ), also known as a chief executive or managing director , is the top-ranking corporate executive charged with
1624-521: The Forum is to improve the professional lives of general counsel and managing counsel through meaningful opportunities for peer-to-peer interaction and knowledge exchange, mentoring through professional development in legal best practices, ethics, governance, and compliance. In November 2000, the DFWGCMPF changed its name to The Texas General Counsel Forum, also known as The Forum, and in the following year
1682-590: The Houston Chapter was formed, and then the Austin-San Antonio Chapter was founded. In July 2005, the Forum hired a chief executive officer with the mandate to improve the efficiency and effectiveness of the organization, expand membership, and launch the organization nationally. In November 2009, the board of directors approved expanding the Forum nationally, and dropped the reference to Texas, becoming simply The General Counsel Forum. In
1740-480: The UK, chief executive and chief executive officer are used in local government , where their position in law is described as the "head of paid service", and in business and in the charitable sector . As of 2013 , the use of the term director for senior charity staff is deprecated to avoid confusion with the legal duties and responsibilities associated with being a charity director or trustee, which are normally non-executive (unpaid) roles. The term managing director
1798-469: The United Kingdom and other countries. General counsel often have broad roles encompassing crisis management and public policy advocacy. Many companies also hire in-house counsel to handle specialized tasks such as tax work, mergers and acquisitions , labor law and intellectual property , sometimes building in-house practice groups that rival the practices of major law firms. The Forum
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1856-422: The arena of manufacturing, are produced by uniquely talented individuals, especially the "heroic CEO". In effect, journalists celebrate a CEO who takes distinctive strategic actions. The model is the celebrity in entertainment, sports, and politics – compare the " great man theory ". Guthey et al. argues that "...these individuals are not self-made, but rather are created by a process of widespread media exposure to
1914-855: The board of directors in supervisory roles. Under the commercial code in Japan, Jugyōin (従業員) meaning the "employee", is different from Kaishain (会社員), meaning the "stockholders". The typical structure of executive titles in large companies includes the following: 商人 使用者 商業使用人 使用者 労働者 被用者 被雇用者 The top management group, comprising jomu / sangmu and above, is often referred to collectively as "cadre" or "senior management" (幹部 or 重役; kambu or juyaku in Japanese; ganbu or jungyŏk in Korean). Some Japanese and Korean companies have also adopted American-style titles, but these are not yet widespread and their usage varies. For example, although there
1972-617: The case of a partnership , an executive officer is a managing partner, senior partner, or administrative partner. In the case of a limited liability company , an executive officer is any member, manager, or officer. Depending on the organization, a CEO may have several subordinate executives to help run the day-to-day administration of the company, each of whom has specific functional responsibilities referred to as senior executives, executive officers or corporate officers. Subordinate executives are given different titles in different organizations, but one common category of subordinate executive, if
2030-515: The course of performing work delegated to them by the board of directors, and are considered managers of the company rather than employees, with a legal status similar to that of directors. Shikkō yakuin are considered employees of the company that follow the decisions of the board of directors, although in some cases directors may have the shikkō yakuin title as well. The highest-level executives in senior management usually have titles beginning with "chief" and ending with "officer", forming what
2088-450: The day-to-day business and one supervisory board for control purposes (selected by the shareholders). In these countries, the CEO presides over the executive board and the chairperson presides over the supervisory board, and these two roles will always be held by different people. This ensures a distinction between management by the executive board and governance by the supervisory board. This allows for clear lines of authority. The aim
2146-508: The division/subsidiary heads and senior officers that report directly to the CEO. State laws in the United States traditionally required certain positions to be created within every corporation, such as president , secretary and treasurer . Today, the approach under the Model Business Corporation Act , which is employed in many states, is to grant corporations discretion in determining which titles to have, with
2204-506: The executive officers are usually the top officers of a corporation, the chief executive officer (CEO) being the best-known type. The definition varies; for instance, the California Corporate Disclosure Act defines "executive officers" as the five most highly compensated officers not also sitting on the board of directors. In the case of a sole proprietorship , an executive officer is the sole proprietor. In
2262-562: The existence of old boy networks , tradition, and the lack of female role models in that regard. Some countries have passed laws mandating boardroom gender quotas. In 2023 Rockefeller Foundation awarded a grant to Korn Ferry to research strategies and then action a plan to help more women to become CEO's. There are contentious claims that a significant number of CEO's have psychopathic tendencies, often characterized by power-seeking behavior and dominance. These individuals can often conceal their ruthlessness and antisocial behavior behind
2320-655: The fall of 2012, the General Counsel Forum founded the Chicago Chapter. In the United Kingdom a group of general counsel, called the GC100, was officially launched on 9 March 2005 and brings together the senior legal officers of more than eighty-five FTSE 100 companies. The GC100 group was created in response to the increasing volume and complexity of domestic and international law and regulation which impacts on UK listed companies. The group
2378-702: The formal titles that are used on business cards. Korean corporate titles are similar to those of Japan. Legally, Japanese and Korean companies are only required to have a board of directors with at least one representative director. In Japanese, a company director is called a torishimariyaku (取締役) and a representative director is called a daihyō torishimariyaku (代表取締役). The equivalent Korean titles are isa (이사, 理事) and daepyo-isa (대표이사, 代表理事). These titles are often combined with lower titles, e.g. senmu torishimariyaku or jōmu torishimariyaku for Japanese executives who are also board members. Most Japanese companies also have statutory auditors , who operate alongside
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2436-416: The general understanding of what their position entails, as well as any authority expressly delegated by the board of directors. In Japan, corporate titles are roughly standardized across companies and organizations; although there is variation from company to company, corporate titles within a company are always consistent, and the large companies in Japan generally follow the same outline. These titles are
2494-736: The latter may or may not imply membership of the board of directors . Certain other prominent positions have emerged, some of which are sector-specific. For example, chief audit executive (CAE), chief procurement officer (CPO) and chief risk officer (CRO) positions are often found in many types of financial services companies. Technology companies of all sorts now tend to have a chief technology officer (CTO) to manage technology development. A chief information officer (CIO) oversees information technology (IT) matters, either in companies that specialize in IT or in any kind of company that relies on it for supporting infrastructure. Many companies now also have
2552-407: The management of an organization , usually a company or a nonprofit organization . CEOs find roles in various organizations, including public and private corporations , nonprofit organizations , and even some government organizations (notably state-owned enterprises ). The governor and CEO of a corporation or company typically reports to the board of directors and is charged with maximizing
2610-470: The officers of a corporation and oversees the human, financial, environmental and technical operations of a corporation. This position is sometimes called "Chief technical officer", and often has the responsibility of managing the "technical issues" related to products or services in organizations that are not necessarily focused on technology. This is relatively common in NGOs and the development aid sector when
2668-541: The only mandated organ being the board of directors. Some states that do not employ the MBCA continue to require that certain offices be established. Under the law of Delaware , where most large US corporations are established, stock certificates must be signed by two officers with titles specified by law (e.g. a president and secretary or a president and treasurer). Every corporation incorporated in California must have
2726-432: The organization. Such titles are used by publicly and privately held for-profit corporations , cooperatives , non-profit organizations, educational institutions, partnerships , and sole proprietorships that also confer corporate titles. There are considerable variations in the composition and responsibilities of corporate titles. Within the corporate office or corporate center of a corporation, some corporations have
2784-544: The owner or CEO overseeing the very business on which the CLO is expected to be familiar with and advise on the most confidential level. This requires the CLO/general counsel to work closely with each of the other officers, and their departments, to appropriately be aware and advise. Historically, general counsel often handled administrative tasks while outside lawyers in private practice handled more complex legal work. Since
2842-409: The point that their actions, personalities, and even private lives function symbolically to represent significant dynamics and tensions prevalent in the contemporary business atmosphere". Journalism thereby exaggerates the importance of the CEO and tends to neglect harder-to-describe broader corporate factors. There is little attention to the intricately organized technical bureaucracy that actually does
2900-499: The separation of directors and officers found in American companies. In 2002, the statutory title of shikkō yaku (執行役) was introduced for use in companies that introduced a three-committee structure in their board of directors. The titles are frequently given to buchō and higher-level personnel. Although the two titles are very similar in intent and usage, there are several legal distinctions: shikkō yaku make their own decisions in
2958-482: The shareholders) is often equivalent to the European or Asian supervisory board, while the functions of the executive board may be vested either in the board of directors or in a separate committee, which may be called an operating committee ( J.P. Morgan Chase ), management committee ( Goldman Sachs ), executive committee ( Lehman Brothers ), executive council ( Hewlett-Packard ), or executive board ( HeiG ) composed of
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#17327655822293016-409: The term "executive director" is used primarily in the not-for-profit sector. These terms are generally mutually exclusive and refer to distinct legal duties and responsibilities. The CEO is the highest-ranking executive in a company, making corporate decisions, managing operations, allocating resources, and serving as the main point of communication between the board of directors and the company. In
3074-472: The title of "president". In other companies, a president is a different person, and the primary duties of the two positions are defined in the company's bylaws (or the laws of the governing legal jurisdiction). Many companies also have a CFO, a COO and other senior positions such as chief legal officer (CLO), chief strategy officer (CSO), chief marketing officer (CMO), etc. that report to the president and CEO. The next level, which are not executive positions,
3132-467: The use of "CEO" as an acronym for a chief executive officer originated in Australia , with the first attestation being in 1914. The first American usage cited is from 1972. The responsibilities of an organization's CEO are set by the organization's board of directors or other authority, depending on the organization's structure. They can be far-reaching or quite limited, and are typically enshrined in
3190-406: The value of the business, which may include maximizing the profitability , market share , revenue , or another financial metric. In the nonprofit and government sector, CEOs typically aim at achieving outcomes related to the organization's mission, usually provided by legislation . CEOs are also frequently assigned the role of the main manager of the organization and the highest-ranking officer in
3248-457: The work. Hubris sets in when the CEO internalizes the celebrity and becomes excessively self-confident in making complex decisions. There may be an emphasis on the sort of decisions that attract the celebrity journalists . Research published in 2009 by Ulrike Malmendier and Geoffrey Tate indicates that "firms with award-winning CEOs subsequently underperform, in terms both of stock and of operating performance". Executive compensation has been
3306-802: The workplace. This perspective is explored in the book Snakes in Suits , co-authored by Robert D. Hare . However, Scott Lilienfeld has argued that the attention given to psychopathy in the workplace by both the media and scholars has far exceeded the available scientific evidence. Emilia Bunea, writing in Psychology Today , has linked psychopathic traits in managers to workplace bullying , employee dissatisfaction, and turnover intentions. Despite this, Bunea cautions that excessive worry about supposed psychopathic managers could discourage individuals from pursuing careers in corporations and deter employees from addressing issues with difficult bosses. In
3364-527: Was formed with the support of Practical Law Company which acts as its secretariat. The main objectives of the GC100 are to: Membership of the GC100 is by invitation only. At the AGM on the 16 January 2007 members voted in favour of extending membership to company secretaries as well as general counsel in the FTSE 100. The formal name of the GC100 is now "The Association of General Counsel and Company Secretaries of
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