Practical Questions to Ask Yourself as a Director

  1. How often does our board meet?  Is this according to a regular schedule?
  2. How frequently do I attend regular board meetings?
  3. What information is given to me in advance of each board meeting?  Is it relevant to decisions to be reached at the meeting?
  4. Am I satisfied with the information I have received?  As to quantity?  As to subject?  As to reliability?  Is it too little?  Is it more than I can really analyze between my receipt of it and the board meeting?
  5. Is there any information submitted to me that I feel is incomplete or untrustworthy?  How do I deal with this problem?
  6. Who manages, in the day-to-day sense, the business of the corporation? 7.Do I have an interest – personal or business – that conflicts with the interests of the corporation?
  7. Has an occasion arisen where I should disclose that interest?9.Do I know of a conflict involving another director?  Did she or he disclose that problem?
  8. Does our corporation have a policy on conflict disclosure?  Is it in writing?  Do we sign a disclosure statement relating to this subject?
  9. What contact do I have with the chief executive of the corporation?  Is it solely at board meetings?  Should it be solely in that context?
  10. What contact do I have with subordinate staff members?  Am I interfering too much?
  11. What notice is given as to board meetings?  When?
  12. When do I receive the agenda and materials for board meetings?  Do I have time to examine and consider them before voting thereon?  Do I, in fact, read them?
  13. When do I receive minutes of prior board meetings?  Do I read them?  Do I see minutes or reports of committee meetings?  When?
  14. Do I know of illegitimate or illegal acts of the corporation or its officers?  What should I do about such acts?