What must a director avoid to prevent their benefits from being characterized as bribes?

To ensure that a director's benefits are not perceived as bribes, it is essential to avoid all secret benefits. This encompasses any undisclosed advantages, whether monetary or non-monetary, received in connection with their role as a director. Secret benefits can undermine the integrity of the director's decisions and can lead to conflicts of interest, which may result in legal consequences for both the director and the company.

When benefits are kept secret, there is a risk that they could influence the director's actions in a way that is not in the best interest of the company or its shareholders. Transparency in all dealings fosters trust and accountability, which are crucial in corporate governance.

While gifts from vendors, bonuses from the company, and promotional gifts could raise ethical questions, it is the secrecy around any benefit that poses the most significant risk of being classified as a bribe. Therefore, all secret benefits must be avoided to maintain clear and ethical business practices.