Imagens da página
PDF
ePub

Board meetings regularly and take an active interest in the bank's affairs. The law never intended that they should serve merely in a nominal capacity, and thus deceive the public as to their real connection with the institution. On the other hand, there are directors who are fully disposed to perform the duties devolving upon them, but whose good intentions are often defeated by certain "cliques" or "committees," who dominate the affairs of the institution. It is necessary that certain duties incident to the management of a bank should be delegated to committees, but such delegation of authority is sometimes overdone. A few directors get into control of a bank, resolve themselves into various "committees," and take upon themselves the entire management and supervision of the bank, to the exclusion of a majority of the directors. Thus deprived of their rights of participating in the affairs of the bank, they simply go through the formality of attending Board meetings, and perfunctorily ratify the acts of the "committees."

There is another class of directors who identify themselves with a bank, not from any selfish motives, but because of their spirit of enterprise and a desire to promote the general welfare of the community. They do not have in view personal aggrandizement, nor is it to seek the advancement of their own business

interests. Appreciating the apparent need of better banking facilities, and prompted only by commendable motives, they take a deep interest in the development of the institution, and honestly and conscientiously endeavor to administer its affairs so as to conserve the interests of both depositors and stockholders.

THE IDEAL DIRECTOR.

The ideal bank director should be a man of good character, sterling honesty, and sound business judgment-a man who will attract business, not alone by personal solicitation, but by the very force of his personality and his active interest in public and business affairs. The success of his private life, also, should prove his ability and fitness to assume the duties and responsibilities incumbent upon him.

Not all men, however, who are successful in their own business, and prominently identified with the general affairs of the community, make good directors. They may already be so overburdened with outside interests that they can ill afford the time and attention required of them by the bank. While a bank may gain prestige by having men of wealth and influence on its Board, although they take no part in its affairs, it is a betrayal of the public confidence to falsely represent that the business of the bank is under the personal supervision

of certain men of recognized ability when they are in fact entirely ignorant of its affairs.

Stockholders are often confronted with the temptation to choose such men as directors; but there is no justification for electing any individual to such a position who is unable to give a reasonable and proper share of his time and ability to the affairs of the institution. His election should depend upon his willingness to assume the legal and moral obligations of his office, and upon his sense of honor to discharge his duties with fidelity and honesty.

The demand for better and more reliable service from directors should make them realize more than every the true nature of their relations to depositors and stockholders. The laws relating to trust funds and trusteeships scrupulously seek to protect the interests of the beneficiary. The directors, the trustees of the depositors, must act honestly and in good faith towards their beneficiaries, the depositors. Never under any circumstances should they take advantage of their position to use the funds of the institution for their own personal benefit, or have any interest whatever in things in which their own interests are adverse to the interest of their stockholders and depositors.

DIRECTORS MUST DIRECT.

While losses frequently occur through the

mismanagement or dishonesty of employes, directors are usually to blame for their negligence in allowing themselves to be deceived. The courts have time and again decided that their responsibilities and liabilities do not cease when they have turned the bank over to the management of capable and honest men.

Directors must really direct. They should have such a general knowledge of the affairs of the institution as to know that it is being safely and properly managed, and must not rely on the mere statement of trusted employes. It is presumed in the first place that only upright and capable men are chosen as active officers of the bank, and the mere choosing of such men is no defense for failing to exercise reasonable and proper supervision over them. It should always be remembered that those who betray their trusts are men who have won the confidence of their employer, whose honesty and integrity were undoubted, and whose characters were above reproach. Those who are legally and morally responsible for the acts of others should therefore exercise every precaution, and use every safeguard against possible dishonesty.

Directors should not only know their employes to be capable and honest men, but they should at all times exercise such supervision over them that would absolve them from blame and criticism in the face of any misfortune.

They should keep a watch over their style of living and their conduct outside of the bank. They need not assume control over their routine duties, nor is a technical knowledge of the details of the banking business necessary, but they should occasionally examine the books and accounts, and endeavor to learn whether they are properly and regularly kept. In short, they should dictate the general policy of the bank, and direct and supervise in all important matters.

They should especially keep in touch with the loans and discounts, for bad, injudicious loans are responsible for most bank failures. At each meeting the loans and discounts made since the previous meeting by the executive officers or "discount committee" should be brought before the whole Board and carefully considered by them.

A director should not only attend the regular Board meetings, but should drop in the bank occasionally during the day and make inquiries concerning matters pertaining to the bank, look over the statement book, and endeavor to keep in touch with the daily progress of the bank. Inquiries should be made concerning the loans and the various borrowers, and the director himself should voluntarily give whatever information he possesses regarding them.

But directors should use tact and discretion

« AnteriorContinuar »