Dear Alan, A good idea is a good idea. What we need to prevent is give the appearance that we are giving undue advantage to certain individuals because they are members of the Board. For a better management of Conflict of Interest (COI) for Directors, there should be included in the by-laws, a mandate for the board to adopt a conflict of interest policy which must define how the Board should handle COI in detail.
regards, Benjamin On Sun, Nov 13, 2016 at 6:07 AM, Alan Barrett <[email protected]> wrote: > > > On 13 Nov 2016, at 09:44, Badru Ntege <[email protected]> > wrote: > > Its usually good practice for the member not to participate in the issue > at all and at times they are not even in the room. I tend to prefer the > option where the conflicted member is not involved at all in the discussion. > > Yes, that is usually a good idea, but it’s sometimes a bad idea, so it > should not be forced in every case. Perhaps the remaining members of the > Baord could be given the choice, like this: > > [15.6 or other new number for new article] A director of the company > shall, where he/she has a potential conflict of interest in any matter > brought before the Board, disclose such potential conflict to the Board. > Said Director shall recuse himself/herself from voting on any such matter > before the Board where a conflict exists. The remaining members of the > Board may decide that the conflicted Director should also be excluded from > discussion of the matter. > > > Alan Barrett > _______________________________________________ > Community-Discuss mailing list > [email protected] > https://lists.afrinic.net/mailman/listinfo/community-discuss >
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