March 27, 2023

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

March 24, 2023

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

March 23, 2023

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

March 14, 2023

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

The Flaw in ESG

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The world of corporate governance has changed dramatically in just the past two COVID-dominated years — and, frankly, not for the better. The original thrust of the 30-year governance movement focused on better board composition, independence, power and structure. This created dramatic and positive change in the functioning of most American public, private and non-profit enterprises.

Charles Elson is executive editor-at-large of Directors & Boards.

New Challenge for an Editor, Fresh Perspective for a Magazine

Hello, my name is Bill Hayes, and I am the new managing editor of Directors & Boards and Private Company Director magazines.

Bill Hayes is managing editor of Directors & Boards and Private Company Director magazines.

Navigating the Risks of Corporate Political Spending

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A model code of conduct may help companies stay safe.
Today, companies face serious challenges navigating the heightened risks posed by political spending. Policies alone won’t suffice. What companies need is a broad framework to guide them in deciding how to handle political spending and in evaluating and managing the accompanying risks of this spending. 

Bruce Freed is president of the Center for Political for Political Accountability. 

To Give or Not to Give?

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The board should evaluate whether it’s appropriate to engage in political spending.

Doug Raymond is a partner at the law firm of Faegre Drinker Biddle & Reath LLP (  He can be reached at

Can DEI Initiatives Bring Litigation Risks?

Companies’ diversity, equity and inclusion (DEI) efforts are front page news.  Institutional investors are vocal about the importance of diversity in a company’s workforce, particularly on its management team, as well as on the board of directors. Human capital management practices were the focus of recent disclosure requirements issued by the Securities and Exchange Commission in August 2020 (which the SEC has indicated may be enhanced in the near future). And some companies are beginning to tie executive incentive compensation to DEI or other human capital metrics.

Robin Melman is a partner at Baker Botts LLP.

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