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Five ways to strengthen board decision-making and benefit from the recent strug

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Managing risk requires compliance program evaluation, thorough audits and a cle

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My Board Journey

March 22, 2023

Investors are showing no hesitancy to object to nonpreferred pay decisions and

March 16, 2023

A new report finds CEO and CFO base salaries increasing but bonuses on the decl

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What Directors are Thinking

March 9, 2023

With more than half of companies failing to plan for CEO succession, the topic

March 9, 2023

To contribute effectively during economic uncertainty, directors need candor, c

Directors to Watch 2015

An anniversary is always occasion for reflection. This, the 10th anniversary compilation of Directors to Watch, is part of an ongoing effort by Directors & Boards to promote and support diversity in the boardroom. When we began this series in 2006, that support already had a long history with the journal. An article published early in the tenure of our editor, Jim Kristie, was titled “Finding the Blue Chip Woman Director.” The year was 1981.

What's Ahead for Boards

Since Directors & Boards was founded in 1976, our mission has been to “see around corners” and help directors provide the best possible service to their shareholders. To achieve this, this journal has been “peer-to-peer” platform for dialog linking top directors with top advisors and service providers. Our writers are experts anxious to share experience, perspective, interpretation and wisdom with our readers.

Wise Counsel

The Governance Year in Review issue is our opportunity to reflect on the year just past, with the month-by-month timeline of 2014 as the centerpiece of our look back. What I like to do for my editor’s note in this special issue is assemble a top 10 list of keenly observed comments on board leadership made by authors in their 2014 articles.

It makes for a tough cut, but here goes:

Jim Kristie is the editor and associate publisher of Directors & Boards.

Why BEPS Matters to Boards

As the Organisation for Economic Co-operation and Development (OECD) prepares to issue final recommendations on its Base Erosion and Profit Shifting project at year-end 2015, board members of multinational companies should focus attention on issues stemming from the project that could potentially have a far-reaching impact on their organization’s reputation, finances, or operations.

Manal Corwin is national leader of the International Tax practice of KPMG LLP and principal in charge of International Tax Policy in the firm’s Washington National Tax practice. She is also the former deputy assistant secretary for International Tax Affairs in the Office of Tax Policy at the U.S. Treasury Department. She is based in Washington, D.C., and can be contacted at

The information contained herein is of a general nature and based on authorities that are subject to change. Applicability of the information to specific situations should be determined through consultation with your tax adviser.

KPMG LLP, the audit, tax and advisory firm, is the U.S. member firm of KPMG International Cooperative (“KPMG International”). KPMG International’s member firms have 162,000 professionals, including more than 9,000 partners, in 155 countries.

Legal Brief: Board Decision Making and Diversity

The duty of care sits at the core of directors’ obligations under corporate law. When evaluating a course of action or making a decision, directors have the duty to use that care which “ordinarily careful and prudent persons would use in similar circumstances.” This includes the obligation to inform themselves, before acting, of all relevant material information reasonably available to them.

Doug Raymond is a partner in the law firm Drinker Biddle & Reath LLP. He is the “Legal Brief” columnist for Directors & Boards. Charles Vargo, an associate with Drinker Biddle & Reath, assisted in the preparation of this column. The author can be contacted at