{"ok":true,"canonical_url":"https://dealroom.so/glossary/officers-directors","api_url":"https://dealroom.so/api/public/glossary/officers-directors","data_freshness":{"sba_records_through":"2026-05-31","fdic_records_through":"2026-03-31","dealroom_last_updated":"2026-06-15","timezone":"America/Chicago"},"source_summary":["Public SBA 7(a) loan records","FDIC institution data","DealRoom lender and franchise enrichment"],"term":{"slug":"officers-directors","term":"Officers/Directors","aka":"Officers and Directors","group":"People and paperwork","definition":"Individuals who hold key leadership positions in a corporation, responsible for its management and governance. As a buyer, you need to understand who these people are, their roles, and any liabilities they carry.","what_it_means":"Officers (e.g., CEO, CFO) handle day-to-day operations, while Directors oversee management and set strategic direction. In an acquisition, you'll need to confirm the legal authority of the selling officers/directors to execute the transaction. Post-closing, you'll appoint new officers and directors, and ensure proper corporate resolutions are in place.","url":"https://dealroom.so/glossary/officers-directors","official_sources":[],"related":[{"slug":"bylaws","term":"Bylaws","url":"https://dealroom.so/glossary/bylaws"},{"slug":"corporation","term":"Corporation","url":"https://dealroom.so/glossary/corporation"},{"slug":"shareholder-agreements","term":"Shareholder Agreements","url":"https://dealroom.so/glossary/shareholder-agreements"},{"slug":"power-to-control","term":"Power to Control","url":"https://dealroom.so/glossary/power-to-control"}],"related_questions":[{"question":"What specific factors trigger affiliation for size standards based on common management, officers, or directors?","url":"https://dealroom.so/for-lenders/questions/what-specific-factors-trigger-affiliation-for-size-standards-based-on-common-management-of"},{"question":"Beyond common officers/directors, how does a lender assess affiliation through \"shared key employee functions\" for SBA size standards?","url":"https://dealroom.so/for-lenders/questions/beyond-common-officers-directors-how-does-a-lender-assess-affiliation-through-shared-key-e"},{"question":"What specific scenarios involving shared directors, officers, or key employees constitute 'common management' triggering affiliation for SBA size determination?","url":"https://dealroom.so/for-lenders/questions/what-specific-scenarios-involving-shared-directors-officers-or-key-employees-constitute-co"},{"question":"How are common officers or shared key employees between businesses evaluated for affiliation under SBA size standards?","url":"https://dealroom.so/for-lenders/questions/how-are-common-officers-or-shared-key-employees-between-businesses-evaluated-for-affiliati"}]},"caveats":["Definitions represent DealRoom's plain-English interpretation for buyers; verify regulatory terms against the official SBA and eCFR sources listed.","Not legal, tax, or financial advice, and not an SBA eligibility determination."],"citation":{"label":"DealRoom.so Glossary — Officers/Directors","url":"https://dealroom.so/glossary/officers-directors","source_type":"DealRoom Data"}}