5 ms·

Very little in terms of day-to-day, unless a board director decides to make it his/her mission to change something at that very low level. The board meets typic

by vecter 6y ago

Very little in terms of day-to-day, unless a board director decides to make it his/her mission to change something at that very low level. The board meets typically quarterly (monthly depending on the circumstances?) and is generally focused on higher level questions like the company's growth trajectory and forecasts, major problems, compensation strategy, hiring key executives, fundraising, M&A, etc. Like I mentioned, any board member can decide to make an issue out of something, but you would expect a very legitimate reason to waste the other board members' or executives' time with a nit about a specific product feature or marketing campaign. Not to mention, a board member that meddles too much in the daily affairs of the company would draw scrutiny from both the CEO and other board members for not focusing on important strategic topics.

antihero 6y ago
So if they have a meeting every 3 months, what is the rest of their time spent doing? Sounds like a pretty cushy job.
- SpeakMouthWords 6y ago
  It's not the full-time job of each member.
  - antihero 6y ago
    I wonder what the income from the positions are though - IE would they make minimum wage if that was the only position they had?
    - kamyarg 6y ago
      Usually public companies publish these figures. As far as I can tell from ones I have seen, they make more than a Senior Engineer makes mostly by RSUs. You can find proxy statement for public companies(Amazon, Google,, they publish it before the annual shareholder meeting which most of the time includes compensation for board members. For example, here is the one Alphabet published recently for 2020: https://abc.xyz/investor/static/pdf/2020_alphabet_proxy_statement.pdf?cache=ce8ed0f https://abc.xyz/investor/static/pdf/2020_alphabet_proxy_stat...
      - reubenmorais 6y ago
        From the PDF: In 2019, we awarded our standard ongoing compensation to each of our non-employee directors, including an annual $75,000 cash retainer payable in arrears and an annual $350,000 GSU grant. We paid an additional $25,000 annual cash retainer and an additional $150,000 annual GSU grant to John L. Hennessy, our non-executive Chairman of the Board of Directors, given his additional duties in the role. We also paid an additional $25,000 annual cash retainer to Ann for her role as the Audit Committee chairperson.We awarded the above-mentioned cash retainers and GSU grants to our non-employee directors on July 3, 2019, the first Wednesday of the month following our 2019 Annual Meeting of Stockholders. The exact number of GSUs comprising the equity awards wascalculated by dividing the target dollar value of the award by the closing price of Alphabet’s Class C capital stock on the day prior to grant and rounding up to the nearest whole share. All annual GSU grants made to our non-employee directors vest at the rate of 1/48th monthly, beginning on the 25th day of the month following the grant date until fully vested, subject to continued service on our Board of Directors through the applicable vesting dates. And then they have a table with concrete values for each director, on page 38. The median for 2019 is $428,298.
    - Kneecaps07 6y ago
      Sometimes there is no income. For instance, I used to work for a Credit Union. The board members were elected by account holders. The board members were considered "volunteers". They are legally not allowed to receive compensation for their role.
- johannes1234321 6y ago
  Even outside formal meetings board members typically use their network (connections or board posts in other companies) to push the company's agenda. Which can lead to business deals or have effect on law or whatever.
  - shubb 6y ago
    This makes a lot of sense now I think about it, but it does seem like institutionalized corruption? "We have 300K - shall we spend it improving our product or hiring an NED who happens to be VP at a big target enterprise customer?"
    - johannes1234321 6y ago
      When (ex-)politicians take a board seat corruption certainly is an issue. (I don't say that it's always a problem, but still a common issue) Within the economy itself board seats are given by the shareholders. Typically to tie investments together. If a fund is investing in company A and B they certainly want cooperation between A and B and place board members with such relations in there. This comes problematic if a strong shareholder uses this to shuffle revenue away from other shareholders into another company where they have a stronger majority (say investment fund F owns 50% of A and 90% of B and then fills A's board in a way to encourage the A company to buy as much consulting from B as possible) There (similar to democracy) minority rights and supervision by authorities like SEC is important. (While there is a school of thought, which argues that the minority shareholders simply should leave and the free market will handle this as an overpaying A won't survive in the market)
- formercoder 6y ago
  They are often named in lawsuits. The cushy $100k/yr can easily be eaten up by legal fees.
  - blaser-waffle 6y ago
    $100k a year is peanuts; Fortune 500 boards often go way higher. And board members usually sit on multiple boards, so that's more like 500k/yr, plus tiny stipends for sitting on the local YMCA board and the committee of the local orchestra. From posts further down: > For example, here is the one Alphabet published recently for 2020: https://abc.xyz/investor/static/pdf/2020_alphabet_proxy_stat.. https://abc.xyz/investor/static/pdf/2020_alphabet_proxy_stat.... and then a follow-up to that post where they pull out data from that link: > And then they have a table with concrete values for each director, on page 38. The median for 2019 is $428,298.
  - nradov 6y ago
    No they have D&O insurance for that. The Directors don't pay legal fees out of pocket.
- TheRealDunkirk 6y ago
  Usually, the type of person who sits on boards sits on several. They collect a fist full of equity for coming to each meeting, and lending their supposed business expertise to steer crucial decisions. In the Fortune 500 world, they're ferried around by company-owned aircraft to boot. Yes, it's a cushy lifestyle. And when you realize that it's these sorts of bozos who made the plans to acquire your company, lied to the shareholders about their intentions, and then raped and pillaged it, and sold it all off for parts, and ruined what was an awesome place to work, and you get bitter about this particular societal inequality. ;-)

by vecter 6y ago

antihero 6y ago

So if they have a meeting every 3 months, what is the rest of their time spent doing? Sounds like a pretty cushy job.

SpeakMouthWords 6y ago
It's not the full-time job of each member.
- antihero 6y ago
  I wonder what the income from the positions are though - IE would they make minimum wage if that was the only position they had?
  - kamyarg 6y ago
    Usually public companies publish these figures. As far as I can tell from ones I have seen, they make more than a Senior Engineer makes mostly by RSUs. You can find proxy statement for public companies(Amazon, Google,, they publish it before the annual shareholder meeting which most of the time includes compensation for board members. For example, here is the one Alphabet published recently for 2020: https://abc.xyz/investor/static/pdf/2020_alphabet_proxy_statement.pdf?cache=ce8ed0f https://abc.xyz/investor/static/pdf/2020_alphabet_proxy_stat...
    - reubenmorais 6y ago
      From the PDF: In 2019, we awarded our standard ongoing compensation to each of our non-employee directors, including an annual $75,000 cash retainer payable in arrears and an annual $350,000 GSU grant. We paid an additional $25,000 annual cash retainer and an additional $150,000 annual GSU grant to John L. Hennessy, our non-executive Chairman of the Board of Directors, given his additional duties in the role. We also paid an additional $25,000 annual cash retainer to Ann for her role as the Audit Committee chairperson.We awarded the above-mentioned cash retainers and GSU grants to our non-employee directors on July 3, 2019, the first Wednesday of the month following our 2019 Annual Meeting of Stockholders. The exact number of GSUs comprising the equity awards wascalculated by dividing the target dollar value of the award by the closing price of Alphabet’s Class C capital stock on the day prior to grant and rounding up to the nearest whole share. All annual GSU grants made to our non-employee directors vest at the rate of 1/48th monthly, beginning on the 25th day of the month following the grant date until fully vested, subject to continued service on our Board of Directors through the applicable vesting dates. And then they have a table with concrete values for each director, on page 38. The median for 2019 is $428,298.
  - Kneecaps07 6y ago
    Sometimes there is no income. For instance, I used to work for a Credit Union. The board members were elected by account holders. The board members were considered "volunteers". They are legally not allowed to receive compensation for their role.
johannes1234321 6y ago
Even outside formal meetings board members typically use their network (connections or board posts in other companies) to push the company's agenda. Which can lead to business deals or have effect on law or whatever.
- shubb 6y ago
  This makes a lot of sense now I think about it, but it does seem like institutionalized corruption? "We have 300K - shall we spend it improving our product or hiring an NED who happens to be VP at a big target enterprise customer?"
  - johannes1234321 6y ago
    When (ex-)politicians take a board seat corruption certainly is an issue. (I don't say that it's always a problem, but still a common issue) Within the economy itself board seats are given by the shareholders. Typically to tie investments together. If a fund is investing in company A and B they certainly want cooperation between A and B and place board members with such relations in there. This comes problematic if a strong shareholder uses this to shuffle revenue away from other shareholders into another company where they have a stronger majority (say investment fund F owns 50% of A and 90% of B and then fills A's board in a way to encourage the A company to buy as much consulting from B as possible) There (similar to democracy) minority rights and supervision by authorities like SEC is important. (While there is a school of thought, which argues that the minority shareholders simply should leave and the free market will handle this as an overpaying A won't survive in the market)
formercoder 6y ago
They are often named in lawsuits. The cushy $100k/yr can easily be eaten up by legal fees.
- blaser-waffle 6y ago
  $100k a year is peanuts; Fortune 500 boards often go way higher. And board members usually sit on multiple boards, so that's more like 500k/yr, plus tiny stipends for sitting on the local YMCA board and the committee of the local orchestra. From posts further down: > For example, here is the one Alphabet published recently for 2020: https://abc.xyz/investor/static/pdf/2020_alphabet_proxy_stat.. https://abc.xyz/investor/static/pdf/2020_alphabet_proxy_stat.... and then a follow-up to that post where they pull out data from that link: > And then they have a table with concrete values for each director, on page 38. The median for 2019 is $428,298.
- nradov 6y ago
  No they have D&O insurance for that. The Directors don't pay legal fees out of pocket.
TheRealDunkirk 6y ago
Usually, the type of person who sits on boards sits on several. They collect a fist full of equity for coming to each meeting, and lending their supposed business expertise to steer crucial decisions. In the Fortune 500 world, they're ferried around by company-owned aircraft to boot. Yes, it's a cushy lifestyle. And when you realize that it's these sorts of bozos who made the plans to acquire your company, lied to the shareholders about their intentions, and then raped and pillaged it, and sold it all off for parts, and ruined what was an awesome place to work, and you get bitter about this particular societal inequality. ;-)