MORE NEWS & ARTICLES

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

March 7, 2023

Boards of Delaware corporations may want to move toward adopting officer exculp

March 6, 2023

Boards continue to be challenged by the war in Ukraine, China relations and ESG

March 3, 2023

ESG statements in press releases, the company website and other marketing can b

March 2, 2023

There’s a better way to prevent C-Suite self-dealing than the SEC’s cybersecuri

Buttressing Capitalism

Listen to article

Directors are spending more time discussing and evaluating talent, not just at the top but throughout the company. Once focused exclusively on the top one or two tiers reporting directly to the CEO, boards are now looking further down into the organization, even at entry-level recruiting. Directors in general and human resources committees in specific are taking an in-depth look at policies regarding hiring, training, compensating and career-pathing to ensure they align with both corporate strategy and corporate values.

“Never Let a Good Crisis Go to Waste”

Listen to article

Five steps to help the board respond to a corporate emergency.

The New Frontier of M&A and Corporate Boards

Listen to article

My retirement from teaching lasted less than a year. 
 

Focus on G, But Keep E at the Forefront

Listen to article

With temperatures continuing to climb globally and stakeholders demanding action, the environment will remain a priority for boards.

The letter G is a wonderful letter. Some of my favorite words begin with it. 

Gargantuan.
 
Gregarious. 

Gobsmacked. 

But the G word we chose to focus on for this issue is governance, mostly because when we talk about ESG issues for business, governance can get short shrift, with so many­ ­zeroing in on the environmental aspects of the term.

Character of the Corporation: Executive Compensation

Listen to article

The following is an excerpt from a conversation that took place at MLR Media's Character of the Corporation conference.

Matt Vnuk: What should be incorporated into an executive bonus program?  

Character of the Corporation: Share Buybacks

Listen to article

The following is an excerpt from a conversation that took place at MLR Media's Character of the Corporation conference.

Bill Rock: Is there anything inherently wrong with buybacks and returning capital to shareholders?  

Margaret Jenkins: I don’t believe there is anything inherently wrong with buybacks if returning excess cash to shareholders is part of a company’s strategy. I believe there should be sufficient governance guardrails when making the decision, but I do support the practice.

Character of the Corporation: Geopolitical Risk

Listen to article

The following is an excerpt from a conversation that took place at MLR Media's Character of the Corporation conference. 

John Bremen: Have the boards you are associated with changed their overall approach to risk management and resilience in the past three years? 

Character of the Corporation: SEC Disclosure Agenda

Listen to article

The following is an excerpt from a conversation that took place at MLR Media's Character of the Corporation conference.

Peter Begalla: What are the new SEC climate and carbon disclosure requirements?

Character of the Corporation: ESG

Listen to article

The following is an excerpt of a conversation that took place at MLR Media's Character of the Corporation conference.

Byron Loflin: What are the opportunities in ESG today that you’ve seen that companies or board members can think about?

Character of the Corporation: The Delaware Court of Chancery and the Board

Listen to article

The following is an excerpt of a keynote conversation that took place at MLR Media's Character of the Corporation conference. 

Don Delves: How does the court approach situations when evaluating a stockholder challenge to board action?