Many basic duties of bank directors have evolved over time from case or common law. The most fundamental of these duties are care and loyalty. The expectations implied in these duties are captured in the "Four I’s" of a good director: interest, integrity, inquisitiveness, and independence.

Interest – Good directors take an active interest in the bank's affairs and devote time to keeping up with bank activities, such as major business lines, risk exposures, risk management, competitors, customer service, performance, regulatory compliance and future plans. They attend all board and committee meetings and offer advice and counsel when they believe it will help the bank. They prepare in advance for meetings, which helps them make informed decisions concerning bank issues.

Good directors ask meaningful questions that help them understand bank matters. They also follow up with management by checking on the status of actions to be taken and, of critical importance, they hold management accountable for completing tasks and addressing problems in a timely fashion.

Integrity - Good directors are honest and ethical in their dealings with the bank. They are loyal to the bank and put the bank's interests ahead of their own. They honor confidentiality and do not attempt to profit personally from what they learn. They abstain from discussions and votes when conflicts of interest exist and they disclose pertinent personal interests when necessary. Good directors also strictly adhere to laws restricting lending to bank directors. They meet their financial obligations to the bank and provide a positive example to all bank personnel, which helps instill a culture of fairness and honesty within the bank.

Inquisitive – Good directors are inquisitive and ask questions that help them understand matters brought to the board. These questions focus on the risks as well as rewards to the bank and whether decisions made are consistent with the bank’s plans and strategies and are appropriate given the bank’s size, experience, expertise and management abilities.

Good directors probe into underlying reasons and causes. They assess the adequacy of solutions and plans offered. They request additional information and check for follow-up on needed actions. Ultimately, good directors try to understand bank issues before making decisions.

Independent - Good directors are independent thinkers who are financially independent from the bank and not easily influenced by senior management. Independence means a director is not a relative, business partner, employee or person who relies on any member of the bank's senior management for his or her own livelihood. It also means that the director's loyalty is to the bank and that the director does not subjugate the bank's interest to a senior management official who may originally have extended the invitation to join the board.

A good director brings many other attributes to the job. However, directors with traits such as interest, integrity, inquisitiveness and independence know enough about their banks to objectively evaluate proposals and make decisions, without benefit of personal gain or fear of reprisal. They are not afraid to vote their conscience even if it means voting against the majority. In sum, they serve well those they represent.