Board members on payroll? You normally have officers on payroll. Board member compensation is usually in the form of equity compensation and never as employment income for various tax and, in particular, corporate governance issues.
Hire a PA business attorney so they can advise the corporation.
This answer is for informational purposes only and is not legal advice regarding your question and does not establish an attorney-client relationship.
Your situation is really not that clear at all. You should probably discuss this with a lawyer in private before you do anything further.
Most of us here, including myself, offer a free phone consult.
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