January 27, 2023

With ESG here to stay, the key is ensuring that good governance practices are i

January 26, 2023

Unfortunately, boards sometimes screw up.

January 26, 2023

The board should understand the company’s broader ESG goals to ensure the right

January 25, 2023

In an unstable risk environment, directors must help their companies manage for

January 24, 2023

To guide companies toward their ESG goals, audit committee members should under

January 23, 2023

To withstand investor scrutiny, directors must understand industry compensation

January 20, 2023

Public boards may find it more difficult to afford favorable treatment to termi

January 18, 2023

Scenario analysis is crucial to the board’s ability to stay on top of major ris

Do You Already Know Your Next CEO?

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An internal candidate may be your best choice, but make sure you evaluate the individual carefully.

Faced with a CEO succession, many corporate directors hope an internal change agent will emerge as a viable candidate for the role. What specifically are boards looking for in these internal candidates? Our experience with CEO succession over the last several years tells us that four priorities increasingly rise to the top:

Women: Defy the Myths That Keep You From the Boardroom

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Go beyond the stats and accentuate the qualities that make you an ideal director.

Board Lessons From the Latest CEO Foundering

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Some cautionary notes for directors.

The definitive studies of Sam Bankman-Fried (FTX’s collapse), Elon Musk (Twitter’s apparent implosion), Jack Welch (GE’s legendary CEO’s regrets), Bob Iger (Disney’s troubled succession), Mark Zuckerberg (Facebook/Meta’s internal and external struggles) and Howard Schultz (Starbucks’ second reappointment of Schultz as CEO) will come. But, in the meantime, even a superficial read of the news prompts a few quick reminders of best practices.  

Duty of Oversight in Disruptive Times

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Reliable ERM processes and metrics are essential for protecting companies from excess risk.

Earlier this year, I served on the faculty for the 27th Annual Stanford Directors’ College. The program brought together CEOs, public company directors, investors, regulators and scholars to examine a broad range of corporate governance, risk management, macroeconomy, geopolitical and technology topics.
A common theme was board oversight of strategy and disruptive risks, including the following key trends:

Onboarding the First-Time Director

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A robust, thorough onboarding will set new directors up to provide value quickly.

Experienced board members may recall the common wisdom from prior decades: New directors should not speak during their first year on the board. Fortunately, this advice has gone the way of other outdated advice, such as recommendations to limit the search for new board members to one’s golf club, don’t ask about talent below the C-suite and limit discussions of strategy to the annual off-site.

Hybrid Workplace Success Requires the Right Culture

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Communication, coordination and connection are key to employees thriving away from the office.

Human Capital? Talent? How About Treating Employees as People?

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Companies will maximize revenues when they value employees for their whole selves.

Consider this my plea to boards and business leaders to stop referring to their employees as “human capital” or “talent.” 

Stewardship and the Evolution of Holistic Governance

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Today’s boards provide effective oversight of performance, people, planet and more. 

In a 2019 article entitled “The Future of the Compensation Committee,” we observed that compensation committee members were, organically and of their own accord, expanding their purview and areas of interest beyond executive compensation and into an increasing array of pay and people issues. 

Directors to Watch 2022: Racial & Ethnic Diversity

Andrea Zopp

Director, Henry Ford Health System, Relativity, Federal Home Loan Bank of Chicago, Empowerment & Inclusion Capital I Corp. 

Why Do Good Boards Make Bad Decisions?

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Good boards often make bad decisions. They make bad decisions about management and governance. They make bad decisions about people and process. They make bad decisions about strategy that have long-term consequences.

Why Does This Happen?

People serve on corporate boards for excellent reasons, including networking, enhancing their credentials and using their business knowledge in new ways. There is often compensation, averaging about $74,000 per year.