It can, if the seat carries genuine policy-making authority under the corporate documents; a nominal directorship with no vote or responsibilities does not.
Engagement is measured by authority, not by the title on the letterhead
The regulation requires the investor to be engaged in the new commercial enterprise through day-to-day management or through policy formulation, and it explicitly says that a passive role is insufficient; it also treats a corporate officer or board member as engaged where that role is genuine. For a Torbay dentist who will not relocate to run the dental-support organization daily, the board role is the natural fit, but the bylaws or shareholders' agreement must give directors real functions: approval of budgets, appointment of officers, strategic decisions. Provide those documents, the resolution appointing her, and evidence of participation such as minutes once operations begin. What fails is a side letter stating that she will have no involvement, or a structure in which a manager holds all authority and directors are ornamental. The remaining requirements are separate and equally necessary: capital of the required amount lawfully sourced and at risk, ten direct full-time jobs for qualifying U.S. workers, and a new commercial enterprise formed or restructured within the rules.
Hypothetical example: a Torbay investor buys a minority interest in a U.S. recycling-equipment company and receives a decorative board title with no vote, meetings or budget authority. That title does not by itself show engagement in management or policy formulation. The first review should read the operating agreement, director powers and appointment resolution together, then identify the record that gives the investor a real role. It must separately confirm that the capital is at risk, the business plan provides for the required jobs, and conditional residence will later require evidence that the plan was carried out.