Bank Directors Seminar, Coeur d'Alene, ID, September 15-17, 2019

1 CORE GOVERNANCE PRINCIPLES: DELIBERATION – PROCESS AND NOT THE PRODUCT

FIDUCIARY DUTIES

Core common law duties that directors owe:

 Duty of Loyalty , requiring priority of the corporation’s interests over personal interests  Duty of Care , requiring commitment of time, informed decision-making, and limitations on the right to rely on others

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