A FARMERS’. MUTUAL FIRE INSURANCE COMPANY... 5 
BOARD OF DIRECTORS. 
The management of the company should be vested in a board of 
directors. The members of this board should be elected on such a 
plan that the term of office of only a part of the directors expires each 
year. Thus the board is a continuous body. The number of the 
directors should be sufficiently large to give. representation to the 
different districts in the business territory, and to assure reasonably 
careful deliberation of questions of policy. If the number is too 
large, however, the transaction of business is likely to be unduly 
retarded by the profusion of opinions, and further, the per diem 
ollowances for board meetings will become a needlessly heavy ex- 
pense. Except where local conditions appear to require a certain 
grouping or distribution of the directors, nine members seem to form 
a board of convenient size. As nine isan odd number, there is no 
possibility of a deadlock when all members are present; at the same 
time a board of nine directors can be divided for election purposes 
into three groups or classes with the same number in each class. 
If fewer than three classes are provided for, the group or class 
arrangement, which is intended to make the board a continuous body, 
becomes of little value, since the policy of the board may be entirely 
reversed by the new members chosen at a single election. The same 
danger may easily appear, even with three classes provided for, when 
the number of directors is either seven or five. With a board of 
seven members, for example, one class would consist of three direc- 
tors and the other two classes of two directors each. In the year 
when the term of the three directors regularly expired a single acci- 
dental vacaney in either of the other two classes would cause a 
majority of the board to be elected at one meeting. 
An opportunity to make a radical change in the management at a 
single meeting might be desirable if a large number of the members 
always attended the annual meetings. But where the attendance is 
usually small, as is frequently the case, one or two dissatisfied mem- 
bers may bring in a few friends and control the meeting. If all or 
a majority of the directors are to be elected at this meeting, the 
affairs of the company may thus be controlled for an entire year by 
men who represent a very small percentage of the membership. On 
the other hand, when only a third of the directors are to be elected 
at one meeting, the opportunity for such an action is removed. Even 
if one small group should control one meeting, there is ample oppor- 
tunity for the membership in general to be informed of the situation 
before the next annual meeting, so that the election of another third 
of the directors by the few disaffected members is readily prevented. 
