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Abstain or Not?


Guest fischerl

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In a small company, and board of 3, can the Chair/President who also serves as the company CEO make a motion to give the CEO (himself) a pay raise? If not him can another board member make this motion? If so what happens if one board member votes to give him a pay raise and the other does not? Can the Chair/President vote to break the tie by voting himself even though he is also the CEO and he would personally benefit from the pay raise or is this a conflict of interest? If it is a conflict of interest, and the Chair/president, who is also the CEO has to abstain, how is a tie handled when the bylaws do not describe how a 1:1 tie is handled?

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This question sounds an awful lot like this one. It was answered there.

If I am mistaken and two questions about CEO raises and 3 member boards in the same day is just a coincidence, please forgive my suspicious mind. At any rate go to the other thread/topic for your answers.

And in particular a tie vote means the motion in question is lost. Nothing further needs to be "done".

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