OK – lets outline this in the simplest way.
The members elect the directors who serve at the pleasure of the members.
Thus: THE EXECUTIVE BOARD
The directors elect (and at times appoint) the officers who serve at the pleasure of the directors.
For example: two key West Virginia codes cover this with:
CHAPTER 31E. WEST VIRGINIA NONPROFIT CORPORATION ACT.
ARTICLE 8. Directors and Officers.
CHAPTER 36B. UNIFORM COMMON INTEREST OWNERSHIP ACT
§36B-3-103. Executive board members and officers. and
§36B-3-106. Bylaws.
A layman’s explanation by Hughs Gill Cochrane P.C., California attorneys. WHAT’S THE DIFFERENCE BETWEEN DIRECTORS AND OFFICERS?
TIP: follow your governing documents – not all governing documents are the same.