Board Meeting Procedures

“By failing to prepare, you are preparing to fail.” Preparation of the Meeting “By failing to prepare, you are preparing to fail.” - Benjamin Franklin

Preparation of the Meeting Manager Chair Directors

Manager Preparation of the Meeting Board Packet: Agenda Past Meeting Minutes Financials Reports Supporting documentation

Chair Preparation of the Meeting Assist manager with agenda development Run Board Meetings Direct liaison between the Board and Management

Directors Preparation of the Meeting Review Board Packets Ask questions Provide input

Distribution of Materials

Meeting

Meeting – Chair’s Role

Consent Agenda The meeting minutes The financials Manager’s report Program or committee reports Formal approval of items discussed at past meetings

Open Meetings When should you hold an open meeting? May policyholders attend Board Meetings? If so, what is the process?

Executive Session What is an Executive Session? When is it appropriate? How does a board go into Executive Session? Should you take minutes during an Executive Session? Should the Board take actions during an Executive Session?

Executive Session What is an Executive Session?

Executive Session When is it appropriate?

Executive Session How does a board go into Executive Session?

Executive Session Should you take minutes during an Executive Session?

Executive Session Should the Board take actions during an Executive Session?

Investments Committee Executive Committee Board of Directors Audit Committee Adjusting Committee Investments Committee Executive Committee

Taking Action Henry Martyn Robert

Meeting Minutes What should meeting minutes include? What should NOT be in meeting minutes? Should Directors take notes during Board meetings for themselves?