TSIS: WHAT IS GOING ON? Message Board

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Microcap & Penny Stocks : TSIS: WHAT IS GOING ON?

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To: BarbaraT who wrote (6010)	5/20/1999 8:42:00 PM
From: John S. Baker	Read Replies (1) of 6931

You are correct in your description of Don's comments. In fact, however ... and remember that IANAL ... under corporate governance laws in the USA, a properly-constituted and properly-behaving Board is supposed to represent fairly the interests of all the shareholders -- large and small. The Board then elects the Chairman of the Board, usually from within its ranks. And then the Board hires the President to run the company subject to its (the Board's) guidance. These niceties of fiduciary responsibilities in penny stock companies are, in the words of Shakespeare, "more honored in their break than in their observance". But Boards of larger companies usually have a majority of members who are so-called independent, ie not officers of the company. And most companies require that the Permanent Audit Committee, the Nominating Committee, and the Compensation Committee be comprised solely of independent directors. In fairness to TSIS, I reckon that two of the three corporate directors are (now) independent directors. That does not stop me from encouraging an increase in the size and the independence of the TSIS Board. JSb.

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