family member (parent, spouse, and/or child) in health care related entities, lecture fees and/or 1 honoraria, expert witness activities, etc.]. 4 New and different ideas assist the Board in reaching an objective and balanced decision. However, 5 many Board decisions are not unanimous, in fact, most are based on majority rule. Therefore, consensus 6 building, and healthy debate are ways to improve governance and help the Board make better decisions. 7 Board members contribute varying, sometimes conflicting, and at times controversial perspectives to a 8 deliberation but once a vote has occurred, the Board should speak as one and present a united front to 9 the outside world. As a result, all Board members must publicly support the Board’s decision despite 10 any personal objections. However, if a Board member strongly disagrees with a motion and votes 11 against it or abstains from voting, then that vote should be recorded in the minutes of the meeting. The 12 reality of working on the Board means that sometimes it’s better to go along with the group decision if 13 there is evidence, they are acting on sound reasoning and in good faith. If there is no reason to doubt the 14 Board's decision-making process, you should be willing to concede if outvoted on an issue. 15 If the Board is not acting on sound reasoning and in good faith on an issue that you believe conflicts 16 with your legal and ethical responsibilities as a Board member, then you have a responsibility to voice 17 concern, and continue voicing this concern until it is resolved. This means you do what you have to do 18 to raise these concerns at the Board level, the President level, the House level and possibly the auditor 19 level if you are truly aware that the board is putting the organization at significant risk by not fulfilling 20 its legal and/or statutory obligations. 2 3 Upholding Board Votes 21 22 After all the proposed amendments were presented and discussed, the following motion was made:
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MOTION (APPROVED)
APPROVE THE AMENDMENTS TO THE BOARD OF GOVERNORS HANDBOOK, AS PRESENTED, TO INCLUDE DUTIES OF THE BOARD, CONFLICTS OF INTEREST AND UPHOLDING BOARD DECISIONS.
28 29 Vacancies on the Board of Governors and Council on Legislation 30 Ms. Watson informed the board that we still some open vacancies on the Board of Governors and 31 Council on Legislation. Ms. Watson further explained that per LSMS Bylaws, the board can appoint 32 members to these open vacancies. The current open vacancies are as follows: 33 34 Board of Governors: district 1 alternate, district 3 alternate, district 7 alternate, and district 9 alternate. 35 36 Council on Legislation: district 1 member and alternate, district 3 member and alternate, district 5 37 alternate, district 8 member and alternate, district 9 member and alternate, district 10 alternate, resident 38 and fellow alternate and medical student alternate.
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After some discussion, the following motions were made:
MOTION (APPROVED)
THE FOLLOWING ARE APPOINTED TO THE LSMS BOARD OF GOVERNORS, ANNE BORRESON, MD, DISTRICT 1 ALTERNATE; MARK HEBERT, MD, DISTRICT 3 ALTERNATE; AND DONALD HIGGINS, MD,
DISTRICT 7 ALTERNATE.
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