The Executive Board of ASMAA serves to advise the Main Board of Directors and provide administrative leadership in developing and implementing association policies, programs, and services.
In carrying out their functions for ASMAA, members of the Executive Board are subject to two primary legal obligations: a duty to care and a duty to loyalty.
The duties of care and loyalty are the common law terms for the standards that the law uses to gauge the legality of a governing member’s acts or omissions. The duty of care calls upon each member of the Executive Board to participate in the decisions of the Board and to keep informed with respect to such decisions.
The duty of loyalty requires Executive Board members to exercise their powers in the interest of ASMAA and their members.
By assuming office, each member of the Executive Board acknowledges that with regard to any activity or opportunity, the best interest of ASMAA must prevail over his/her individual interest.
The Executive Board members shall not use his/her ASMAA position for individual personal advantage. Before an Executive Board member engages in a transaction, which he or she should know may be of interest to ASMAA, the Executive Board member must disclose the transaction to the Executive Board in sufficient detail and give adequate time to act or decline with regard to such transaction.
A corporate opportunity arises when an Executive Board member knows that he or she can participate in a transaction, which would possibly fall within, or compete with ASMAA’s present activities.