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

Lawrence Cunningham and Jeffrey Sonnenfeld Debate Corporate Purpose

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On a day that featured a series of conversations highlighting the advantages and drawbacks of shareholder capitalism, one of the highlights was surely the square-off between Lawrence Cunningham and Jeffrey Sonnenfeld, who shared their visions of the purpose of a corporation, their thoughts on why stakeholder activism has made the debate so intense and the director’s role in a landscape that features heightened stakeholder expectations.

New Survey Finds Boards Ready for Refreshment and Skeptical of ESG Benefits

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About half of the 700 directors surveyed by PwC for its Charting the Course Through a Changing Governance Landscape report would replace at least one member of their board if they had their druthers. Nearly 20% said that they would replace two or more.

Economic Recession Looms as the Top Concern for Corporate Directors

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As part of its 2023 Governance Outlook: Projections on Emerging Board Matters, the National Association of Corporate Directors surveyed more than 300 directors on their expectations for the coming year as well as what areas they deem as important for their boards.

My Board Journey

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Director, AMN Healthcare, Barnes Group Inc., Destiny Transformations Group, Masonite International; author, Win When They Say You Won’t: Break Through Barriers and Keep Leveling Up Your Success

What Directors Are Thinking

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What Directors Are Thinking

Ertharin Cousin

Independent Director: Bayer SA, Mondelēz

Setting Up Compensation Plans When the Stock Price Is Depressed

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Retaining your best talent may require adjusting for market volatility.

Many companies are facing significant challenges developing and implementing compensation programs for 2023 owing to market volatility and continued macroeconomic uncertainty. Decreased valuations put pressure on dilution and equity grant strategies, and calendar-year-end companies are considering modifications to annual incentive designs to recognize uncertainty around the macro environment, interest rates and inflation. 

Major Audit Committee Issues for 2023

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Directors on the audit committee will be occupied with matters related to ESG, the economy and cybersecurity.

A Middle Way to Good Corporate Governance

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Former Chief Justice Leo Strine weighs in on the stakeholder vs. shareholder primacy debate.

“Why Are We Here?”

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What is the ultimate purpose of the board at a time when stakeholder interests have taken on more prominence?