long running pants my very first board of directors meeting... by nick siegel

by:INGOR SPORTSWEAR     2019-08-11
I can make up a great story about this, but I won't lieI avoided it (like when it was delayed --The board has not been operational until now.To be frank, I had envisioned a group of old, grumpy and unhumorous people telling me what to do.
Of course, I'm just lazy.I would rather do products and do business outside than sit there trying to find meaning from Excel files, charts and charts, and basically get bored in the process.
However, our company has reached the point where "proper governance" is important...even necessary.The mentality of "Let's do this because we all think it's a very good idea" has to go.We really need to prove that all of our shareholders are represented in our decisions --Represent fairly.
So I ask my business mentors and close friends to be the first members of the board who are very knowledgeable about our industry.Now let's make it clear.I didn't ask him because he was my friend."It will show a very bad judgment, and frankly friends don't always make the best business advisors.I asked him because he was already the only one to advise me on all boardsIn any case, type \ "important!
So imagine: I feel like an adult"Up boy \ "in trousers, carrying briefcase full of notes, reports, Excel print output, etc.Friday, February 15, 2008, at two o'clock P.M., my first board meeting.
If you are imagining a large dark paneled room with a long table, think again.Outside our "meeting room" are chickens, squirrels, birds and other creatures --Large and small, wild, domestic.There is a dog in the "conference room" (except for board members)k.a.Wolf), two cats (.k.a.There are five children.Yes, we are at my friend's house, around his table.
Maybe one day we will meet in the dark.Paneled rooms with long tables.But I don't care how big my business is.I hope we can continue to meet in the same family relationship."There was some sort of calm, almost calm, throughout the meeting.While we did follow the rules of the proper meeting, there was nothing tedious or even formal.
So my first board meeting starts with a short lesson on what exactly happened to the board meeting!My friend and mentor gave me a simple one.Detailed explanation of the board meeting...In the process, he completely changed my preconceived idea.This is what I really want to share today.
What do you think will happen at the board meeting?-Company planning strategy?
-Recruitment strategy?
-Financial planning?
No, no, and no.These are things that I think should happen at the board meeting, but am I wrong?The things listed above are the areas covered by the company's management...Not the board.
There is only one responsibility for the board, that is, responsibility...

Like a sovereign state, every company has what they call a "articles of association ".These "articles" are actually laws-or rules -The management of the company must comply with this.
The full purpose of the board, therefore, is only to ensure that these laws are complied.The key is for the board to ensure that decisions are made that day --to-The day-to-day operation of the company is indeed in the best financial interests of shareholders.
Of course, not all decisions made by management are the right ones --It is inevitable that anyone can be wrong.But these decisions must be made within the scope of the law set forth in the articles of association.They can't be sneaky decisions, they can't have malicious hints, they can't be management decisions that harm the interests of shareholders.

The board does not decide who to hire to fill a position.The board of directors simply "authorizes management" to seek this employment.Making a final decision on who is hired to fill the position is still the job of management.The board only acknowledges that they understand why the position was created and filled.
Managed by the board of directors.It has no strategy.
So at the end of the day, I don't need all the spreadsheet printout and detailed notes.What I need is exactly what I get-A lesson on how to think about shareholder value and run the company at the same time.
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