Director’s Domain

November 17, 2022 - Tesla, Twitter and Space-X CEO Musk is in the news again. And again. And again. While defending the Tesla pay package that made him the world’s richest man, Musk argued that he had nothing to do with the board’s decision and approval of the $50 billion option grant. The suit has been brought by an investor who alleges that the board did not have sufficient independence from Musk to arrive at such a decision independently. While on the stand, Musk and a Tesla director suggested that Musk is looking to a future in which he is not CEO of Tesla, nor of newly acquired Twitter. Musk made another round of headlines by sending a memo to Twitter staff, suggesting that anyone not enthusiastic about “working long hours at high intensity” should sign up for a severance package instead. In other news, Amazon is the latest to announce mass layoffs, while an activist investor presses Alphabet to pare back Waymo staff. Savvy boards are focused on the SEC’s new cybersecurity disclosure requirements and avoiding the very real costs of missing the mark on ESG. Read On

November 10, 2022 - Governance just keeps gaining in importance. New stats show that boards continue to diversify, with a greater percentage of women, underrepresented minorities, and first-time board members elected to public company boards than ever before. As they incorporate this new talent, boards are investing more in director onboarding and doubling down on their role as models and overseers of corporate culture. Meanwhile, Meta CEO Mark Zuckerberg, who benefits from a share structure that allows him majority control of decisions, accepts responsibility for layoffs of 13 percent or some 11,000 workers at the tech giant. Across the tech industry, lay-offs have claimed tens of thousands of jobs already this year. Read On

November 3, 2022 - Boards are getting younger! For a host of reasons, boards have seen more turnover lately, with average director tenure at Russell 1000 companies now just shy of eight years. As they seek new talent, many boards are bringing on younger directors, driving the average age down each of the past three years. In other boardroom news. Boardspan’s latest Board Performance Assessment Benchmarks reveal that boards generally feel confident in their performance on table stakes issues like Ethics & Values and Fiduciary Responsibilities, even as they recognize they have not performed as well on Management Succession Planning and ESG oversight. Meanwhile, Elon Musk remains in the headlines, as he follows up his acquisition of Twitter with a spate of executive dismissals and now the dissolution of the social media company’s board of directors. Read On

October 20, 2022 - Strategy. We live in a complex world - ever changing as technology, the C-Suite, and the board room all evolve. This complexity brings new expectations and conceptions of what high level governance looks like. Now more than ever, it is imperative for boards to strategize around future opportunities and risks in order to maximize talents and to elevate. In the news, a study conducted among the top 500 public U.S. companies reveals shocking data on the stark scarcity of female CEO-CFO duos. The DOJ targets directors serving on competing company boards resulting in resignations. And within the perspective of ESG, deciding where cyber security lives may not be an easy assignment. Also, how resilience in the board room can set firm practices regarding cyber governance oversight. Read On

October 13, 2022 - Attention to detail. Now more than ever, boards embrace additional responsibilities and handle impactful situations. In order to deeply engage, boards must be attentive to details. Whether dealing with controversy or analyzing to elevate, these specifics are key to high-level governance. This week, recent upheaval for Hockey Canada as the CEO and entire board resign following public outcries over scandal related allegations. A Delaware judge rules the acquisition deal of Twitter must close before the end of the month to avoid a trial. In other news, definitive proposals to change ESG disclosures call upon the use of three different regulators, “The Big Three”, and your board may have to report to them all. Also, learn which areas of expertise are considered core to your board as industry lines continue to blur. And how the SEC’s proposed cybersecurity rule may impact your board’s cyber governance oversight. Read On