The board is specifically permitted to offer comments and recommendations to the membership regarding any proposed amendment to the registry's rules and regulations. If the board failed to do so on this referendum, it would be abdicating its fundamental duty to serve and advise the membership and guide corporate affairs to the best of its ability. Suggestions that the board should refrain from comment on this referendum are politically motivated and have no legal basis whatsoever. In ARI's corporate democracy, members must expect a certain amount of political rhetoric. Under the closure referendum the entire membership will decide whether to close the registry.
Board members retain their rights as members to vote and speak out on the issue.
Contracts between corporations and directors that are either unfair or not approved with full disclosure. The vote on closure involves none of these. It is not a vote to enter into a contract. It is a vote to amend registry and screening policies.