Corporations, banks, NGO’s and charities are governed by their Boards of Directors, not by their presidents, CEO’s or staff. Too many members of Boards misunderstand their responsibilities and the legal requirements imposed by law and regulation. This program’s purpose is to furnish the information Board members need to do their job, to do their duty to the enterprise, to follow the law and to avoid the risk of persona liability.
- Distinctions between Board governance and CEO management
- The real purpose of Board meetings and meeting minutes vs. the reality of most metings
- The utility of staff attendance at Board meetings
- Conformity to by-laws and statutory requirements
- The scope of personal liability for misfeasance, nonfeasance and malfeasance by Board members
- Strategy vs tactics: the role of the “Fleet Admiral” vs the “Ship Captain”
- Where the real power and authority of a functional Board is to be found
- Who answers to whom at Board meetings, when, why, and how
- The actual role of the Chair at any Board meeting vs the Chair’s perceived role
- The three indispensable for meeting attendance: “Read up, show up, speak up, vote, and then shut up!”
- Common sins of dysfunctional Boards and their disgruntled members – a “rogue’s gallery”.