Understanding The Board Of Director's Meeting by David Gass
Once a corporation is formed, it must form a board of directors. The number of directors varies from state to state, but a minimum of one director is essential. After the incorporation of the company, it is the board of directors, which organizes the company by laying out the rules. They adopt bylaws drafted by the company�s attorneys. The board of directors makes provisions for shareholders� conduct, establish committees, delegates titles and duties to officers, decides upon the issuance and cancellation of stock certificates, declares the amount and types of dividends, establishes bank accounts and a fiscal year, and adopts a corporate seal. At regularly held meetings they discuss whether to hire brokers, attorneys or accountants, discuss strategies when facing litigation, renew contracts, make new contracts, terminate specific contracts, terminate or hire employees, terminate or make leases and decide if the company needs to file for bankruptcy.
The Board of Directors decides on the chairman of the board from the board of directors, appoints an officer to act as a secretary, and maintains minutes of all the meetings. The board�s duty is to establish business policies and to approve contracts or reject them. The board may elect a president. The officers, who have been appointed to carry out the day-to-day operations of the company and the various employees, are under the supervision and directions of the board of directors. For any decision to be valid, the board of directors must act collectively and cast votes. The board must meet regularly and organize special meetings between regular meetings in case of emergencies. The board members have a fiduciary duty towards the company and its shareholders. They must make the right choices and adapt the right strategies to ensure the growth of the company. The board needs to discuss the pros and cons and cast votes among its directors in order to pass a resolution. The board must meet no less than five times a year.
The chairman and the Chief Executive Officer (CEO) prepare a schedule of the meetings to be held and the agendas to be discussed in these meetings, issue the schedule at the beginning of the new fiscal year, and send these schedules well before each meeting. Any director may suggest resolutions for discussion. The briefing material provided to the directors about each resolution should be informative to ensure the directors make an informed decision each time they cast their votes.
Numerous software packages available online have made it a relatively easy task to file all the documents and the minutes of these board meetings. The board of directors must maintain these records and the software makes the process easier for everyone involved.
David Gass is President of Business Credit Services, Inc. His company publishes a free weekly e-newsletter on Small Business Consulting at their web site http://www.smallbusinessconsulting.com
Article Source: http://www.articlesnatch.com
Thursday, March 12, 2009
Describes how the chairman and others should conduct a board of directors meeting.
How To Conduct A Board Of Directors Meeting by David Gass
The Chairman of Directors presides over the board of directors meeting. The shareholders and directors appoint this chairman. It is this chairman, who calls the meeting of the board of directors. The chairman calls the meeting to discuss those things, which need attention. The chairman sends prior notice of the meeting to the participants about the day, time, and venue of the meeting.
Initiating A Board Of Directors Meeting
Below is a list of formalities that must be observed at a Board Meeting.
1. The chairman must compile a comprehensive list of participants in the meeting. All the participants must be carefully noted to avoid leaving anyone out of the meeting.
2. The chairman must issue a notice of the meeting to all the participants containing the venue, the time, and a brief agenda of the meeting. The participants in the meeting should make a courtesy call reconfirming their intent to be present at the meeting.
3. The chairman must formulate and circulate a detailed agenda of the meeting among the participants, giving them a brief summary of what is expected for the meeting
4. The chairman must make referrals about the agenda and the minutes of the meeting. This helps the board obtain a more comprehensive view of the situation at hand and facilitate decisions
5. The presence of the quorum is the most important part of the meeting's status. The meeting is official and authoritative only when it has the quorum. Otherwise, no decision taken in the meeting is binding.
Features Of A Board Meeting
The board undertakes action on subjects or agendas with shareholder voting. The board pursues only the subjects or agendas passed with a desired majority. These subjects or agendas are known as resolutions and usually require a majority of the shareholders' votes to pass. However there are resolutions that need the majority of the members of the Board of Directors, not the shareholders.
The board appoints different committees, which officiate and take actions reserved for the board. Generally these executive committees consist of at least one of the directors. There are exceptions as to the authority of these executive committees on a few subjects, which are listed below.
1. The introduction of any change or amendment of the articles of incorporation.
2. Decisions regarding merger or consolidation.
3. Decisions directing the members to sell, lease, or exchange all or some of the corporation's properties and assets.
4. Decisions regarding the dissolution of the corporation or the revocation of dissolution.
5. The initiation of any change or amendment in the bylaws of the corporation.
6. Appointments to fill the vacancies in the board.
7. Monetary compensation of the Directors for serving on the Board or on a committee.
8. Adjournment or cancellation of stock or termination of membership
The documentation of the minutes and other formalities are a cumbersome job. To make the process easier, several websites have designed software packages that take care of all these things.
David Gass is President of Business Credit Services, Inc. His company publishes a free weekly e-newsletter on Small Business Consulting at their
web site http://www.smallbusinessconsulting.com
Article Source: http://www.articlesnatch.com
The Chairman of Directors presides over the board of directors meeting. The shareholders and directors appoint this chairman. It is this chairman, who calls the meeting of the board of directors. The chairman calls the meeting to discuss those things, which need attention. The chairman sends prior notice of the meeting to the participants about the day, time, and venue of the meeting.
Initiating A Board Of Directors Meeting
Below is a list of formalities that must be observed at a Board Meeting.
1. The chairman must compile a comprehensive list of participants in the meeting. All the participants must be carefully noted to avoid leaving anyone out of the meeting.
2. The chairman must issue a notice of the meeting to all the participants containing the venue, the time, and a brief agenda of the meeting. The participants in the meeting should make a courtesy call reconfirming their intent to be present at the meeting.
3. The chairman must formulate and circulate a detailed agenda of the meeting among the participants, giving them a brief summary of what is expected for the meeting
4. The chairman must make referrals about the agenda and the minutes of the meeting. This helps the board obtain a more comprehensive view of the situation at hand and facilitate decisions
5. The presence of the quorum is the most important part of the meeting's status. The meeting is official and authoritative only when it has the quorum. Otherwise, no decision taken in the meeting is binding.
Features Of A Board Meeting
The board undertakes action on subjects or agendas with shareholder voting. The board pursues only the subjects or agendas passed with a desired majority. These subjects or agendas are known as resolutions and usually require a majority of the shareholders' votes to pass. However there are resolutions that need the majority of the members of the Board of Directors, not the shareholders.
The board appoints different committees, which officiate and take actions reserved for the board. Generally these executive committees consist of at least one of the directors. There are exceptions as to the authority of these executive committees on a few subjects, which are listed below.
1. The introduction of any change or amendment of the articles of incorporation.
2. Decisions regarding merger or consolidation.
3. Decisions directing the members to sell, lease, or exchange all or some of the corporation's properties and assets.
4. Decisions regarding the dissolution of the corporation or the revocation of dissolution.
5. The initiation of any change or amendment in the bylaws of the corporation.
6. Appointments to fill the vacancies in the board.
7. Monetary compensation of the Directors for serving on the Board or on a committee.
8. Adjournment or cancellation of stock or termination of membership
The documentation of the minutes and other formalities are a cumbersome job. To make the process easier, several websites have designed software packages that take care of all these things.
David Gass is President of Business Credit Services, Inc. His company publishes a free weekly e-newsletter on Small Business Consulting at their
web site http://www.smallbusinessconsulting.com
Article Source: http://www.articlesnatch.com
Event and Meeting Planners experience stress on a daily basis. This article provides practical, easy tips that can immediately be put to use by the re
Stress Management for Event and Meeting Planners by Erika Trimble
Copyright 2006 Erika Trimble
Are you living your life controlled by the tyranny of the urgent?
The work of event and meeting planners may be considered either stressful or energizing, depending on how well you handle the fast paced and demanding environment of these industries.
In my research, I found that some of the biggest stress factors in any event and meeting planner's job include:
* Juggling workload
* Saying no” when too many programs are going on at a time
* Clients leaving things to the last minute
* Suppliers responding in a timely fashion
* Balancing one client over another
* Finding staff resources at the last minute
* Managing clients expectations
* Needing more time!
In my work as a business coach and entrepreneur, I discovered the nine most common stress relievers, which can be effectively used to create a balanced and more enjoyable life for event and meeting planners.
1. Relieve stress with exercise. I now imagine you saying you just don't have the time to fit it in. Bear with me here.
Let's look at a specific example you can relate to. The first thing most planners do when presented with a new proposal is break it down into different components and create timelines for each component. You can do the same for this stress relieving strategy create time for exercise and build it into your weekly schedule. One way some planners do this is enroll in a class at a defined time, while other planners calendar in their fitness each week along with their other commitments.
You will have more energy, a brighter mind, and more creative problem solving.
2. Take breaks to think and take stock of your situation. When you do this you will be able to assess what is truly critical in the moment and reorient yourself to concentrating your energy where you are most effective. As planners you will always have multiple and minute details to consider in creating the perfect event or meeting. Rather than just getting through what is directly in front of you, take the time to manage your time.
3. Take small periods of silence and solitude during the day, especially when you feel overwhelmed with problems and responsibilities. Feeling overwhelmed is not an uncommon feeling for planners. When you take even five minutes of solitude at such times, you will be amazed how your ideas flow and how the answers to your questions pop up.
4. Develop a long term perspective by taking the future into consideration with every decision you make in the present. Then do more things that have greater long-term value to you and your business. Whether you are a planner working for a company or own your own business, your daily priorities are the same: move the company forward, increase profitability, build strong relationships, attract new customers, and bring value and good service to existing clients.
5. Manage unexpected demands. I recognize that it is not always possible to organize your work to minimize surprises and problems as a planner, in spite of your best efforts. You can control your response to an unexpected demand by determining how you will accommodate it, and when you will accommodate it. Sometimes clients simply want to know they have been heard and their request will be taken care of.
6. Become a student of time management. Take tips from the time management guru 's on how to increase your consciousness about your habits, and develop the skills to better manage yourself. Commitment to time management is a commitment to being more successful.
7. Take charge everything you are, or ever will be, is entirely up to you. While there will always be days in the life of a planner when it may be necessary to work long hours to meet a time crunch, these times ought to be the exception rather than the rule. If you find yourself always racing to meet deadlines, it is a clear sign that you need to look at how you are managing your activities and your time.
8. Simplify by asking yourself several times in a day how you can simplify a situation or make your day easier. We tend to see things in the most complex way, and you 'll be surprised at the power in thinking of ways to make your life easier.
9. Remember how you want to be perceived personally and professionally. Is this as a frantic, chaotic person, or someone in charge who is a great problem-solver? Your coworkers, industry peers, suppliers, and clients can, and will, hold you accountable for how you spend your time.
As simple as these strategies for stress management are, they are truly remarkable in their results.
The Event and Meeting Planners Business Association was founded by Erika Trimble, business coach and entrepreneur. Her mission for the Association is to create profitable, rewarding, and winning business outcomes for event and meeting planners. Get a copy of Erika"'s FREE special report 5 Secrets of Highly Effective Event and Meeting Planners" at http://www.eventplannersbusinessassociation.com
Article Source: http://www.articlesnatch.com
Copyright 2006 Erika Trimble
Are you living your life controlled by the tyranny of the urgent?
The work of event and meeting planners may be considered either stressful or energizing, depending on how well you handle the fast paced and demanding environment of these industries.
In my research, I found that some of the biggest stress factors in any event and meeting planner's job include:
* Juggling workload
* Saying no” when too many programs are going on at a time
* Clients leaving things to the last minute
* Suppliers responding in a timely fashion
* Balancing one client over another
* Finding staff resources at the last minute
* Managing clients expectations
* Needing more time!
In my work as a business coach and entrepreneur, I discovered the nine most common stress relievers, which can be effectively used to create a balanced and more enjoyable life for event and meeting planners.
1. Relieve stress with exercise. I now imagine you saying you just don't have the time to fit it in. Bear with me here.
Let's look at a specific example you can relate to. The first thing most planners do when presented with a new proposal is break it down into different components and create timelines for each component. You can do the same for this stress relieving strategy create time for exercise and build it into your weekly schedule. One way some planners do this is enroll in a class at a defined time, while other planners calendar in their fitness each week along with their other commitments.
You will have more energy, a brighter mind, and more creative problem solving.
2. Take breaks to think and take stock of your situation. When you do this you will be able to assess what is truly critical in the moment and reorient yourself to concentrating your energy where you are most effective. As planners you will always have multiple and minute details to consider in creating the perfect event or meeting. Rather than just getting through what is directly in front of you, take the time to manage your time.
3. Take small periods of silence and solitude during the day, especially when you feel overwhelmed with problems and responsibilities. Feeling overwhelmed is not an uncommon feeling for planners. When you take even five minutes of solitude at such times, you will be amazed how your ideas flow and how the answers to your questions pop up.
4. Develop a long term perspective by taking the future into consideration with every decision you make in the present. Then do more things that have greater long-term value to you and your business. Whether you are a planner working for a company or own your own business, your daily priorities are the same: move the company forward, increase profitability, build strong relationships, attract new customers, and bring value and good service to existing clients.
5. Manage unexpected demands. I recognize that it is not always possible to organize your work to minimize surprises and problems as a planner, in spite of your best efforts. You can control your response to an unexpected demand by determining how you will accommodate it, and when you will accommodate it. Sometimes clients simply want to know they have been heard and their request will be taken care of.
6. Become a student of time management. Take tips from the time management guru 's on how to increase your consciousness about your habits, and develop the skills to better manage yourself. Commitment to time management is a commitment to being more successful.
7. Take charge everything you are, or ever will be, is entirely up to you. While there will always be days in the life of a planner when it may be necessary to work long hours to meet a time crunch, these times ought to be the exception rather than the rule. If you find yourself always racing to meet deadlines, it is a clear sign that you need to look at how you are managing your activities and your time.
8. Simplify by asking yourself several times in a day how you can simplify a situation or make your day easier. We tend to see things in the most complex way, and you 'll be surprised at the power in thinking of ways to make your life easier.
9. Remember how you want to be perceived personally and professionally. Is this as a frantic, chaotic person, or someone in charge who is a great problem-solver? Your coworkers, industry peers, suppliers, and clients can, and will, hold you accountable for how you spend your time.
As simple as these strategies for stress management are, they are truly remarkable in their results.
The Event and Meeting Planners Business Association was founded by Erika Trimble, business coach and entrepreneur. Her mission for the Association is to create profitable, rewarding, and winning business outcomes for event and meeting planners. Get a copy of Erika"'s FREE special report 5 Secrets of Highly Effective Event and Meeting Planners" at http://www.eventplannersbusinessassociation.com
Article Source: http://www.articlesnatch.com
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