What Is a Boardroom?

A boardroom is a room where a group of people conducts meetings, typically those elected by shareholders to manage a company.

In the investment banking industry, the boardroom can also refer to a room used in a stock brokerage office to host clients and members of the public. They meet here with registered representatives (RR) to discuss investments, obtain stock quotes, and place trades.

Key Takeaways

  • The primary function of a boardroom is to house meetings of a company’s board of directors, a group of individuals elected to represent shareholders’ interests.
  • Board members use the boardroom to discuss and decide how to handle the company’s most pressing issues.
  • Boardrooms should contain a big enough table and an adequate number of chairs to seat all those present and be located in a setting that promotes privacy.
  • A boardroom can also refer to a room used in a stock brokerage office, where clients and members of the public can meet with registered representatives (RR).
  • Virtual board meetings come with several benefits including enhanced convenience, increased attendance, reduced travel costs, the possibility of enhanced governance, and greater board member diversity.
  • A boardroom battle typically refers to the pressure placed on a company's management team by an activist shareholder.

Understanding a Boardroom

As its name implies, the boardroom is best known as a room used by a company’s board of directors (B of D), a group of individuals elected by shareholders to represent them and protect their interests. Board members can generally be divided into three categories.

  • Chair: An individual who heads the board and is responsible for ensuring that it runs smoothly. Elected by the board of directors, a chair's duties typically include maintaining strong communication with the chief executive officer (CEO) and other high-level executives, formulating the company's business strategy, representing management and the board to the general public and shareholders, and preserving corporate integrity.
  • Inside directors: These board members are either shareholders or high-level managers from within the company, such as the chief operating officer (COO) or the chief financial officer (CFO). Their main tasks include approving high-level budgets prepared by upper management, implementing and monitoring business strategy, and giving the green light to core corporate initiatives and projects.
  • Outside directors: Unlike inside directors, these individuals are not directly part of the management team. They do, however, have the same responsibilities. The role of an outside director is to offer external insights, providing unbiased and impartial perspectives on issues brought to the board.

Every publicly traded company is legally required to install a board of directors, which acts as a fiduciary for shareholders.

How a Boardroom Is Used

The frequency of meetings between members of a board of directors varies, depending on the type and size of the company. Usually, gatherings of board members would be expected to occur in a specially designated boardroom at least every business quarter.

During these gatherings, board members will discuss the most pressing issues currently facing the company, and then decide how to handle them, fulfilling their role as a fiduciary on behalf of shareholders.

Issues that fall under a board's purview include the hiring and firing of senior staff, executive compensation, and dividend and options policies. The board is also responsible for helping a corporation set broad goals, supporting executive duties, and ensuring the company has adequate, well-managed resources at its disposal.

Boardroom Requirements 

Major decisions are made in board meetings, affecting everyone from the people the company employs, the investors that own its shares, and potentially even the greater economy. While these rooms are the locations of very important decision-making processes, the rooms themselves don't necessarily have to be special.

Often, boardrooms are just basic conference rooms. The only real requirement is that they are furnished with chairs and a table big enough to seat all board members.

Another common requirement for these rooms is that they are soundproofed. Privacy is critical during meetings, so it is important that the space used to house them isn’t susceptible to eavesdropping and interruptions.

Though not strictly necessary, many boardrooms are equipped with the latest technological equipment, such as Bloomberg terminals or other state-of-the-art quotation systems. Large-screen televisions and other presentation systems might also be present in the boardroom.

Virtual Boardrooms

Virtual boardrooms are becoming increasingly popular. Virtual board meetings come with several benefits.

First, the obvious: virtual board meetings are convenient for board members. They allow each participant to regularly attend meetings from wherever they may be. Whether they're at home, an office, or even from an airplane, attending a virtual board meeting is a breeze.

That boost in convenience translates into reduced travel time and expenses. It also increases attendance rates significantly. The accessibility of virtual board meetings ensures that as many board members as possible make the meeting.

Another benefit to virtual board meetings is the possibility of better governance. Since it's relatively simple to set up a virtual board meeting, board members can meet on a far more regular basis. Moreover, virtual board meetings generally tend to have shorter agendas that are straight to the point, which facilitates more useful and stimulating conversations between participants.

Finally, virtual board meetings provide the opportunity for greater board member diversity. With the ability for people from all around the world to attend, companies can easily gain different perspectives and make better decisions.

Boardroom Meeting Basics

Here are a few basic steps when conducting a boardroom meeting:

  1. Call meeting to order: a simple introductory statement
  2. Roll call: note all attendees and write the names of absent board members
  3. Approval of minutes: distribute prior meeting's minutes and have board vote to approve
  4. Communication and reports: a hearing of reports from both executives and committees
  5. Old business: includes unfinished business from previous meetings that are ready for formal approval
  6. New business: announce new business items one at a time, and facilitate discussion
  7. Close the meeting: simple closing statement to adjourn the meeting, obtain a signature from secretary to formalize the record of the meeting

Boardroom FAQs

What Is a Digital Boardroom?

Digital Boardroom is a real-time presentation tool developed by the software giant SAP. It enables executives to view interactive analytics on large touch screens in a presentation format.

What Is a Boardroom Setting?

Traditionally, a boardroom setting has one large table that seats about eight to 20 people. All participants face the center in order to facilitate discussion in any direction.

What Is a Boardroom Battle?

A boardroom battle typically refers to the pressure placed on a company's management team by an activist shareholder. Activist shareholders seek to shake things up in a given company, with changes ranging from financial to non-financial.