First, the president is the speaker of the board, but has no other power than being the speaker and sign contracts on behalf of the board. Of course, the president is expected to lead, to provide vision and to PERSUADE. The president cannot make decisions on his/her own that amounts to tons of money, although in emergency situations and run of the mill issues, he/she will be approving routine work.

One thing I learned from our counsel is as follows: "The Board serves at the pleasure of the shareholders; the directors including the president serve at the pleasure of the board." In other words, a president gets the vote of confidence from the board and his/her function is to serve the board.

A president shows his/her ignorance by taking major responsibility on his/her shoulder on behalf of the board. A president must learn the VIRTUE of PRUDENCE. When big money is involved, and actions may be questioned, a president should use his/her INTELLIGENCE AND PRUDENCE to pause and read the above definition. THEREFORE, those who advocate for e-mails, telephone calls, etc. will find fertile ground here: the PRESIDENT will not only CONSULT via these methods of communications what board member think, but will call for a face-to-face meeting. WHY??? Because a PRUDENT president wants dialog, discussion and a VOTE or resolution of the board before diving into the pool.

Over the years what I have objected from some ignorant (not to call them ILL-INTENDED board members) is to call on their own counsel, insurance brokers or other professionals to consult their own their point of view or raise issues that reflects their own point of view. Thi is AS IMPRUDENT AS the PRESIDENT acting on his/her own. Unless a board member is empowered by the board to do the contacts and report back, individual actions send the signal of a weak, divided board or the wrong decision. Thus, to act as a board, all participate, all volunteer, all work in the measure of their talents and all live by the decisions of the majority; the minutes will reflect the desenting vote.

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