We shall use US terminology, but the principals are the same from England to India. In an organizational chart of today’s corporations, there are four separate “layers” of people.

(1) The “shareholders” of the corporation occupy the top layer. They own the corporation and are entitled to a share of the corporate profits. Their only regular “job” is to elect the members of the board of directors (see Layer (2)), but the shareholders have _no say_ in the day-to-day management of the corporation.

(2) The “members of the board of directors” (“directors”) are the second layer. They are elected by the shareholders, and they in turn “appoint” the officers (see Layer (3)). The board of directors meet usually only four times per year, and the board makes all the “BIG” decisions — whether to approve a merger, open a new factory, borrow a major amount of money, etc.

The meetings of the board of directors are “led” by the “chairman” (“chairman of the board”), who is elected by the entire board. However, the only real power of the chairman is to lead the meeting of the board, unless the byalws of the corporation give the chairman additional powers. (Under the bylaws of some major corporations, the chairman of the board has more power than any other person in the corporation.)

(3) The “officers” of the corporation occupy the third layer. As mentioned above, the officers are appointed by the board. The officers include the president, vice presidents (including executive vice president, senior vice presidents, etc.), the treasurer and the secretary. The specific duties of each officer are set forth in the bylaws. In general, the president is charged with the responsibility of carrying out the decisions of the board of directors and of managing the day-to-day operations of the corporation.

Under the bylaws of some major corporations, the president has more power than any other person in the corporation.

(4) The “employees” of the corporation are the fourth layer.

Employees serve usually at the pleasure of the officers, and their duties are defined by the officers.

In order to give you citations for this information, then please re-post with the country/state with which you are concerned. In general, these matters are explained in text books for corporate law in law schools. We do include a link to the related Wikipedia article and direct your attention to the many citations and links at the bottom.

Hope this helps.