A board of directors is an institution composed of people who are responsible for the governance, control and direction of the organization. They are accountable for the legal responsibilities and accountability of a business. This means that if they don’t perform their fiduciary duties they could be personally accountable.
A group of individuals who mentor and advise a company is an advisory board. The advice they give is more hands-on, and their focus is on development, growth and strategy, rather than reporting, governance, risk management and avoiding risk of downside.
Idealy, an organization should clearly define the purpose of its advisory board in all official documents such as meeting minutes and oral communications to avoid confusion. This will ensure that they don’t accidentally cross-check into the jurisdiction of a director’s board, which could have serious legal implications should they fail to comply with their fiduciary duty.
In reality, this distinction may be blurred and some organizations refer to their advisory board as “the Board.” It is worth creating a formal statement to avoid any confusion or accidental mistakes. A formal statement that outlines the purpose of an advisory board could aid in reducing confusion among those involved. This is particularly helpful when board members were previously part of an advisory board or are new to the company.
https://theirboard.com/whats-the-difference-between-the-board-of-directors-and-an-advisory-board/