Proposed rules demand director action on cybersecurity and climate.

Use the proxy to highlight your strengths in human capital management.

Human capital management (HCM) disclosure is evolving rapidly, and the proxy is quickly becoming the most prominent area for boards to tell their HCM story.

Books currently being recommended for corporate board members are typically about emerging governance issues like ESG and DEI, and the board member’s bookshelf is usually filled with deeper dives into topics like risk management and M&A. Rarely does a book come along that, while intended for general readership, is also of particular interest for board members.

Corporate chieftains — notably those who gather each year in Davos, Switzerland — may think they live in a world where countries with interdependent economies and companies with interconnected markets operate as if there were no borders. The notion that these connections would ensure both global prosperity and universal peace was shattered by Russia’s invasion of Ukraine.

For many years, I’ve been asked the same question: “Does good corporate governance really matter?” And for years I’ve replied, “Yes.” Now I have more to add. After nearly two decades of service, I recently retired from the Encompass Health board as our term limits required. Four other directors who joined the board at roughly the same time also departed.

Boards and companies ignore DEI concerns at their own peril.

Media coverage and global conflict have focused attention on business decision-making.

A number of factors – including an increase in travel domestically and internationally, cybersecurity vulnerabilities and privacy issues, and a rise in geopolitical conflict – have resulted in a greater need for security and protection for high-profile board members and executives.

The march toward board diversity continues despite judicial setbacks.

The laws that the state of California established to mandate diversity on corporate boards are now officially gone. However, the movement to diversify boards in the Golden State and beyond remains present and accounted for. 

“Time for a Name Change” is the title of a thought-provoking article posted recently on LinkedIn by Stephen Davis, senior fellow and associate director at Harvard Law School’s Program on Corporate Governance. Davis argues that the acronym ESG has outlived its usefulness and needs to be replaced. Writing largely from the viewpoint of investment professionals, he suggests a new term: 360-degree investing.