What to call a member of Board of Directors

On our Board of Directors’ Executive Committee, we have 4 people who head committees - the Chair, Vice Chair, Chair of Program, anc Chair of Finance. The fifth member, who heads no committees and primarily serves as a tiebreaker on votes, we’ve been referring to as “Member at Large.” The President/CEO of my company tells me this title is not exactly correct, as the other 13 members are also technically Members at Large. So what kind of title do we give the 5th person on the Executive Committee? Any suggestions or real world examples?


What’s wrong with Board of Directors Executive Committee Member Primarily in Charge of Breaking Tie Votes? If that’s too long, what about Board of Directors Executive Committee Member Primarily in Charge of Breaking Ties?

“Director” might be too broad, because it would include directors who aren’t on the executive committee. I don’t have a better suggestion though.

How about “The Other Guy”


You can refer to the other directors as “directors at large” or “members at large of the Board of Directors,” and to the untitled member of the Executive Committee as a “member at large of the Executive Committee” or a “member of the Executive Committee without portfolio.”

They should just give him a committee. It doesn’t have to do anything, it’s just so the titles can be consistent. “Chair of the Extra-Special Committee for Nice People”

If this person is not an officer, why is he on the Executive Committee? It is, after all, a committee of executives (not being a wiseacre–that’s my understanding of the definition of the phrase).

Though I think it’s a contradiction in terms, it appears you have an “at-large member of the Executive Committee.”

Actually, Gary T, the term “Executive Committee” refers to the fact that the committee has the power to act on behalf of the board. It’s being used as an adjective, not a noun.

From Robert’s Rules of Order Revised:

Thanks for the clarification, JeffB.

How about ‘trustee?’


I believe what you’re describing is an “Executive Director-at-large,” or simply “Executive Director.”

Corporate Dangly Bit.

brianmelendez’ “member without portfolio” seems to me to cover the acticities (or rather passivity) of that guy pretty well, without sounding too stupid or derogative. But OTOH, creating an idle impressice title for him is a good solution, too - install a superfluous committee that meets once a year or so, and the man has a position.

It seems I need to clarify this matter a bit (JeffB, thanks for the RROO citation, which hits the nail on the head). My understanding is the Executive Committee exists for many reasons, but what is relevant to this topic is:

  1. The Executive Committee is the top 5 members of our 18-member Board of Directors.

  2. Exec Committee members chair the committees (although the fifth member does not since we do not at this time have anything for them to chair).

  3. The Exec Committee sometimes meets by themselves (i.e. without the other 13 Board members present) and at times votes on certain matters. There must be an odd # of Exec Committee members so deadlocks don’t occur, thus the need for a fifth committee-less member.

  4. The Exec Committee can override votes by the rest of the Board if they see fit.
    I greatly thank everyone for their suggestions so far. I’ll take the possible suggestions given thus far in order:

Director - technically true, but so is everyone else on the board. I need something with a bit more heft.

Member at Large of the Executive Committee or a Member of the Executive Committee without Portfolio - These are better in the sense of heft. Something more succinct would be even better. “Without Portfolio” sounds like the Board Member is lacking somehow.

Ornament - Heh heh… :slight_smile:

Executive Director-at-large or simply Executive Director - Great suggestions. I think Nametag is on to something here.

I checked a bazillion web sites with Board of Directors and it seems none have a title situation similar to this one. Even sites of companies that consult and develop boards of directors listed no solutions (although I did email a few).

I certainly appreciate the Teeming Millions racking their brains trying to solve this problem. I plan on suggesting Executive Director-at-large and Executive Director to my CEO tomorrow. I’ll let you know how it goes. Thanks everyone.

PS I’d still like to hear other suggestions.

Actually, “Executive Director” is a term of art that means something different than what this thread is asking about:

Robert’s Rules of Order Newly Revised (10th ed. 2000), p. 448.

One issue not clear from the OP, and which may affect the answer, is whether the officers or the committee chairs are serving ex officio. If the Executive Committee consists of the Chair, Vice-Chair, Program chair, and Finance chair, and one other member, then the fifth member is the only member at large, and “Member at Large of the Executive Committee” is a distinctive and sensible title. But if the committee consists of the Chair, Vice Chair, and three other members, two of happen happen to chair committees but whose committee chairs are not the basis for their service on the Executive Committee, then there are three members at large on the Executive Committee. In that case, the fact that two members of the Executive Committee also hold committee chairs is a coincidence, and their titles as committee chairs do not affect their title as members of the Executive Committee, which they would share with the fifth member (the one who doesn’t also chair a committee). To invent a special title for the fifth member under those circumstances would be misleading, since the fifth member’s status is no different from the other two.

brianmelendez, you make excellent points in your two previous posts. I hope I can clarify the “ex officio” issue.

Whoever is the Program Chair and Finance Chair will always serve on the Exec Committee. The Exec Committee will never consist of, say, just the Chair, Vice Chair, and three other random members. The fifth member is somehow plucked from the remaining pool of 14 board members, how I don’t know since I’m not privy to that process.

In that case I agree with brian that “Member of the Executive Committee” or “Member At-Large of the Executive Committee” works best and that Executive Director means something else altogether and should not be used.


A couple of the experts in the field I emailed suggested Vice Chair or Second Vice Chair. Apparently on corporate boards, members of committees typically do not have titles, but sometimes companies have several vice chairs – “(Vice Chair) is a good all-purpose kind of title with the patina of seniority and leadership,” said one expert.

I ran the best suggestions by my CEO and she went with “Member At-Large of the Executive Committee.” So thanks for the suggestions everyone, especially brianmelendez. I think we can close this thread.