Advisory board agreement

An advisory board agreement governs the contractual relationships of a body that advises a legal organisational unit. As a rule, it serves as an advisory and deliberation aid for the board of directors or the management of a legal entity or for organs of other corporate forms.

The advisory board often has little or no decision-making powers or control functions. Its authority is usually limited to advice and recommendations on scientific, operational or strategic issues. The members of an advisory board can work on a voluntary or paid basis.

An advisory board agreement governs in particular the tasks, the working methods, the appointment and dismissal of members, their compensation and confidentiality obligations. The tasks of the advisory board can generally be freely defined. However, the possible liability of the advisory board for its consultative activities must be taken into account. Extensive powers and the actual influence on the decision-making of the organisation to be advised may lead to the advisory board being qualified as a de facto executive body. In this case, the advisory board could be subject to the liability regulations that apply to the managing bodies of an organisation.