Final answer:
The ultimate authority of a corporation is the board of directors, elected by shareholders, and not the CEO, CFO, or any singular top executive.
Step-by-step explanation:
The ultimate authority of a corporation belongs to the board of directors. In theory, the board is there to ensure that the firm runs in the interests of the true owners-the shareholders. While the CEO (Chief Executive Officer), CFO (Chief Financial Officer), and other top executives have significant influence in the day-to-day operations of the company, the board has the ultimate oversight responsibility. They are elected by the shareholders and are the first line of corporate governance. Top executives may have a strong voice in choosing candidates for the board, but it is the board that oversees these executives and makes sure shareholders' interests are prioritized.
Moreover, the corporate governance structure includes several other mechanisms for oversight like the auditing firm hired by the company and large outside investors, such as mutual and pension funds. These governance institutions play a critical role in providing accurate financial information and keeping the company's operations transparent, as seen when governance failed in the case of Lehman Brothers.