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

DELIBERATION PROCESS

Directors’ deliberation: 1. Requirements relating to the decision 2. Requirements relating to the decision-maker

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REQUIREMENTS FOR THE DECISION 1. Obtain information and detail that is appropriate to the topic 2. Assess the credibility of the information presenter 3. Assess the credibility of the information 4. Consider alternatives , including alternative opinions 5. Articulate a reason for selecting one alternative 6. Articulate the reason the decision is in the best interest of the corporation and its shareholders

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