Describing company structure

Vocabulary

officer - служащий из числа руководящего состава

articles of incorporation – устав корпорации

Chief Executive Officer (CEO)– главный управляющий директор

to implement– исполнять, приводить в исполнение

Chief Operations Officer (COO) – исполнительный директор

providing feedback– обеспечивая обратную связь

Chief Finance Officer (CFO)– финансовый директор

reviewing- проверка

financial performance – финансовое состояние

monitoring – контроль

to keep records –вести учет документов

regulatory bodies – управляющие органы

minutes– протокол (собрания, заседания)

ownership interest– доля участия в капитале компании

stock certificate– свидетельство на долю участия в акционерном капитале

stock plan – программа продажи акций

A typical corporation's structure consists of three main groups: directors, officers, and shareholders. The roles and responsibilities of these groups are described in more detail below.

Board of Directors

All the directors together are the board.

One of the first steps a new corporation will take is to name the members of its board of directors. Usually, directors are identified in the "articles of incorporation". They are elected by shareholders at annual meetings.

The board of directors "directs" the corporation's affairs. The number of directors usually depends on the size of the business. A small corporation might have one director, while a large corporation may have 10 or more people. For voting purposes, a corporation with more than one director should keep an odd number (3, 5, 7, etc.) of directors on its board.

Corporate Officers

Officers are usually appointed by the corporation's board of directors and include:

Chief Executive Officer (CEO) – As the top manager, the CEO is typically responsible for the entire operations of the corporation and reports directly to the chairman and board of directors. It is the CEO's responsibility to implement board decisions and initiatives and to maintain the smooth operation of the firm, with the assistance of senior management.

Chief Operations Officer (COO) – Responsible for the corporation's operations, the COO looks after issues related to marketing, sales, production and personnel. The COO looks after day-to-day activities while providing feedback to the CEO. The COO is often referred to as a senior vice president.

Chief Finance Officer (CFO) – Also reporting directly to the CEO, the CFO is responsible for analyzing and reviewing financial data, reporting financial performance, preparing budgets and monitoring expenditures and costs. The CFO presents this information to the board of directors at regular intervals and provide this information to shareholders and regulatory bodies.

Secretary. The corporation's Secretary is in charge of maintaining and keeping corporation's records, documents and "minutes" from shareholder meetings.

Shareholder

A corporation's shareholders have an ownership interest in the company, by having money invested in the corporation.

Whatever the number of shareholders in a corporation, each shareholder usually receives a stock certificate from the corporation, identifying the number of shares held by the investor.

Corporations usually hold annual shareholder meetings, at which the shareholders elect the corporation's directors. Special shareholder meetings may also be held in rare situations, when significant corporate actions require shareholder approval – including major transactions and changes in the corporation's stock plans.

This is an example of a company organization chart:

Board of Directors

with a Chairman (GB)

or President (US)

Managing Director (GB)

or

Chief Executive Officer (US)

Production	Marketing	Finance	Research & Development	Personnel
	1.Market Research	1.Financial Management
	2.Sales	2.Accounting
	3.Advertising and promotion

WORD STUDY

Ex. 9. Replace the words in italics by synonyms from the text.

1. Usually, directors are identified in the Charter.

2. The COO is responsible for day-to-day activities.

3. One of the first steps a new corporation will take is to nominate the members of its board of

directors.

4. It is the CEO's responsibility to fulfill board decisions and initiatives and to uphold the smooth

operation of the firm.

5. Special shareholder meetings may also be held in rare situations, when important corporate

actions need shareholder approbation.

6. A typical corporation's structure is composed of three main groups.

7. The CFO is responsible for analyzing and examining financial data, reporting financial

performance, preparing budgets and controlling expenditures and costs.

Ex. 10. Fill in the gaps with an appropriate word.

minutes	position	senior
meeting	board of directors	Chairman
appointed	budget	responsible
report	corporation	manager

1. The company is run by a _________________________.

2. Has everyone seen the _________________ of last month's meeting?

3. He works for a large American ______________________.

4. The ___________________ of the airline accepted full responsibility for the accident.

5. A committee was ___________________ to consider the plans.

6. She has held the ____________________ of Chief Financial Officer since 1992.

7. Our department is __________________ for marketing.

8. He will _________________ to Greg Carr, Boston Technology's chief executive.

9. White men hold most of the jobs in ____________________ management.

10. The project was completed within ____________________.

11. She's now assistant marketing __________________ for the south east area.

12. Are you coming to the committee ___________________ this evening?

Ex. 11. Fill in the gaps with an appropriate preposition.

1. The number ____ directors usually depends _____ the size ____ the business.

2. The corporation's Secretary is ____ charge ____ maintaining and keeping corporation's

records, documents and "minutes" ______ shareholder meetings.

3. The CEO is typically responsible ____ the entire operations ___ the corporation and reports

directly ____ the chairman and board ____ directors.

4. Responsible ____ the corporation's operations, the COO looks _____ issues related

____ marketing, sales, production and personnel.

5. The CFO presents this information ____ the board of directors ____ regular intervals.

Ex. 12. Translate the words and phrases given in brackets.

1. Directors(избираются)byshareholders(на ежегодном собрании).

2. (Чтобы провести голосование), a corporation with more than one director should keep an

(нечетное количество) (3, 5, 7, etc.) of directors on its board.

3. The CEO is typically responsible for the (всю деятельность) of the corporation and

(напрямую подчиняется) to (председателю) and board of directors.

4. The CEO's responsibility is to maintain the (спокойную работу) of the firm.

5. Corporations usually (проводят ежегодные собрания акционеров), at which the

shareholders (выбирают директоров корпорации).

6. TheCFO(докладывает о финансовом состоянии)atregularintervalsand(предоставляет)

this information to shareholders and (управляющим органам).

Ex. 13. Find Russian equivalents to the following English word collocations.

firesale close-out sale hire-purchase sale

white sale discount sale jumble sale

one-cent sale duty-free sale under- the counter sale

bring-and-buy sale end-of-season sale cash-onlysale

1. Одноцентовая распродажа (продажа двух предметов по цене одного плюс 1 цент)

________________________

2. Распродажа с молотка. При закрытии магазина, при банкротстве фирмы. _____________

3. Срочная продажа , продажа (распродажа) в пожарном порядке _____________________

4. Распродажа холодильников, плит и пр. предметов домашнего обихода, обычно

покрытых белой эмалью ______________________

5. Сезонная распродажа _________________________

6. Продажа из-под прилавка ______________________

7. Благотворительная распродажа (с целью сбора средств в пользу нуждающихся; каждый

приносит что-нибудь на продажу и каждый обязательно что-нибудь покупает)

_______________________

8. Продажа со скидкой _____________________

9. Продажа в рассрочку (кредит) ____________________

10. Беспошлинная продажа __________________

11. Благотворительная распродажа подержанных вещей ________________________

12. Продажа только за наличный расчет (без предоставления кредита) _______________

Ex. 14. Translate the text in written form.

The board of directors of a limited company is responsible for determining the objectives and policies of a business. It is the directors who determine the direction the business is going to take. They will need to ensure that the necessary funds are available and will appoint key staffs to whom they will delegate the authority to run the day-to-day business.

The directors are appointed by the shareholders, normally at the company’s annual general meeting, at which the chairman of the board is expected to account for their stewardship during the previous year.

Direction in business is like strategy in a war situation. The strategic decisions determine the areas in which company’s resources will be employed. Strategic decisions, made by the board of directors, are concerned with the allocation of resources. By means of tactical decisions the senior executives (appointed by the director) carry out in detail the plans approved by the board of directors.

COMPREHENSION

Ex. 14. Complete the ideas.

1. A typical corporation's structure consists of three main groups: . . .

2. The number of directors usually depends on the size of the business. . .

3. The CEO is responsible for the entire operations of the corporation. . .

4. The COO looks after day-to-day activities. . .

5. The CFO is responsible for financial performance of the corporation. . .

6. Corporations usually hold annual shareholder meetings. . .

Ex. 15. Here are the answers to some questions. What are the questions?

1. Directors, officers, and shareholders.

2. By shareholders at annual meetings.

3. On the size of the business.

4. By the corporation's board of directors.

5. For the entire operations of the corporation.

6. To the chairman and board of directors.

7. The COO.

8. At regular intervals.

9. A secretary.

10. The number of shares held by the investor.

11. When significant corporate actions require shareholder approval.