Board Meeting For Directors In Houston
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FAQ
(1) Any director may call a directors' meeting by giving notice of the meeting to the directors or by authorising the company secretary (if any) to give such notice.
Directors have a nondelegable duty to attend board meetings. Missing an occasional meeting is not a problem, but habitually missing meetings or refusing to attend is a breach of their fiduciary duties.
Board Meetings shall be held at the head office and during the office hours of the Company or at any other appropriate place and time convenient for the Directors to attend. The subject matters of Board Meetings shall be decided by the Chairman of the Board of Directors.
When addressing the board, always use the title Mr. Chairman” or Madam Chairwoman.” If you are unsure of the proper title, Board of Directors” is always acceptable. When speaking to the board, always refer to them as sir” or ma'am.”
Unless the directors determine otherwise, the quorum for a directors' meeting is 2 directors and the quorum must be present at all times during the meeting.
If the director of the company remains absent in all the Board meetings held within 12 months with or without seeking a leave of absence he needs to vacate the office of director. Such 12 months is not a calendar or accounting or a financial or previous year or any other year.
(i) There is no statutory requirement to have any specific minimum number of Board meetings per year, although Directors will need to be satisfied that they are meeting sufficiently regularly to fulfil their duties under the Act. (ii) Directors have a duty to attend meetings where they are reasonably able to do so.
In such cases, the vacation of the director's office may not be enforceable. In conclusion, it is important for directors to attend Board meetings, as failure to attend all meetings for 12 months will result in the automatic vacating of their office.
Board meetings must provide an opportunity for the public to address the board on items of public interest within the board's jurisdiction. (Government Code section 54954.3.)
Most board meeting agendas follow a classic meeting structure: Calling meeting to order – ensure you have quorum. Approve the agenda and prior board meeting minutes. Executive and committee reports – allow 25% of time here for key topic discussion. Old/new/other business. Close the meeting and adjourn.
