FEATURED ARTICLES

Board composition
Bots in the Boardroom
by Anita Sands

Could the great expectations of directors be fulfilled by the great promise of AI? Imagine a day when the chair of your nominating and governance committee briefs the board on potential candidates who might join you around the table. Topping the list is Taylor, who is incredibly intelligent, a...

Strategy & innovation
ESG and Sustainability: The Board’s Role
by David M. Silk, David A. Katz, and Sabastian V. Niles

In light of evolving—and sometimes actively debated—perspectives on the role of public companies with respect to sustainability, corporate social responsibility and other ESG matters (e.g., Barron’s recent report on Sustainable Investing), we are providing a high-level overview of how boards of d...

Board supervision
Is Your Board Ready to Manage Through a Crisis?
by The Boardspan Team

As technological, social and financial disruptions roil one industry after the next, boards of directors see the potential for crisis around every bend. Even the best corporate overseers recognize that prevention alone is not enough—boards must anticipate and be prepared to guide companies dealin...

Culture
How Boards Set the Tone for the Organization
by Linda Henman

How Boards Set the Tone for the Organization Board directors tend to underestimate the importance of corporate culture when they should see it as among their top governance imperatives. Culture is inextricably linked with strategy and risk, and it can be an organization’s biggest asset or its ...

Blog
Say Yes to Quotas!
by Boardspan

A Q&A with Abby Adlerman, CEO of Boardspan. Notably, 15 of Boardspan’s 20 most recent board placements are women. Q: What do you think of California’s SB826, the bill that would require the boards of directors of public companies domiciled in California to include at least one woman director b...

Team building
Are Next-Gen Leaders Ready to Rise to the Board Challenge?
by Tom Monahan, Chairman & CEO, CEB

Anyone who has ever gone to the “investors” section of a company’s website knows that corporate governance is not the sexiest of topics. While it seems that almost every category of people and/or type of profession has become fair game for reality television, one of the last safe places may actua...

Compliance
Environmental & Human Rights Assume a New Urgency for Boards
by Olivier Jaeggi

The regulatory landscape around these issues is changing, and company leaders need to know. Board members are at risk of being seen as negligent — and therefore potentially accountable — if they fail to pay adequate attention to environmental and human rights issues. In 2015, regulators exp...

Leadership
How to Be a Good Board Chair
by Stanislav Shekshnia

Most board chairs are experienced leaders. Half the chairs of the S&P 500 double as their companies’ chief executives, and the vast majority of the rest are former CEOs. But the close association of the two positions creates problems. It’s difficult for a board led by the CEO to serve as a check ...

Risk management
Preparing the Board for Activist Investors: A Proactive Defense Affords the Best Chance of Success
by David Holley and Lisa Silverman

Regardless of a company’s success or confidence in its strategy, management, and board, there are few situations public companies face that are more daunting than an unsolicited approach by an activist investor. And with activist activity continuing to rise—2018 saw a record number of companies t...

Exec. evaluation & comp
Haven’t Done a CEO 360 Review? You Should!
by Boardspan

Every board wants its CEO to thrive--and there’s one simple thing all boards can do to improve the odds: Offer FEEDBACK. It’s surprising how many boards expect top performance from their executives, but only give feedback when they have a specific disagreement or concern about performance metrics...

Cyber security
Directors’ Notes: A Trap for the Unwary?
by David A. Katz and Laura A. McIntosh, Wachtell, Lipton, Rosen & Katz

“To take notes or not to take notes—that is the question” often asked in corporate board rooms today. As a matter of good governance, it is important that the minutes serve as the single, clear, official record of each in-person or telephonic board and committee meeting. Board materials that are ...

Featured
Audit: Radical Change on the Horizon?
by Stephen Davis

Audit committee chairs may find resonance in the phrase “tragedy of the horizon”, an expression coined in 2015 by Bank of England governor Mark Carney, which refers to the paradox that arises when market actors must take urgent action to address a long-term risk—but have no observable short-term ...

BOARDSPAN LIBRARY

Board composition +
Refreshing Your Board of Directors
Patrick R. Dailey, Ph.D. and Joel M. Koblentz
Battle For the Boardroom
Ludo Van der Heyden and Chris Howells
Night of the Living Board
Matt Palmquist
Strategy & innovation +
The "Third Team" Approach to Board Effectiveness
Denis Mowbray and Coral Ingley (both from Auckland University of Technology)
Tapping The Strategic Potential of Boards
Chinta Bhagat, Martin Hirt, and Conor Kehoe
Board supervision +
Best Practices: Non Profit Governance
McDermott Will & Emery
Value-Focused Corporate Governance
Christian Orglmeister, Marcos Aguiar, and Daniel Azevedo
The Trouble With Too Much Board Oversight
Olubunmi Faleye, Rani Hoitash and Udi Hoitash
Culture +
Corporate Culture, Not Lip Service, Counts
Luigi Guiso, Paola Sapienza and Luigi Zingales
Building a Forward-looking Board
Christian Casal and Christian Caspar
Team building +
Collaborate Better
Leigh Thompson
Five Things Every CEO Must Do in the Next Era of Globalization
Hans-Paul Bürkner, Arindam Bhattacharya, and Jorge Becerra
Outgoing CEOs Shouldn't Pick Their Replacements
David F. Larcker, Stephen A. Miles, and Brian Tayan
Compliance +
Leadership +
10 Principles of Leading Change Management
DeAnne Aguire and Micah Alpern
The Double-Edged Sword of CEO Activism
David F. Larcker, Stephen A. Miles, Brian Tayan, and Kim Wright-Violich
Decoding Leadership: What Really Matters
Claudio Feser, Fernanda Mayol, and Ramesh Srinivasan
Risk management +
Exec. evaluation & comp +
Surviving the Sophomore Slump: Moves That Matter The Most
Roselinde Torres, Judy Johnson, James M. Citrin, and Susan S. Hart
Leapfrog Succession: Trend in Appointing CEOs
Roselinde Torres, Gerry Hansell, Kaye Foster, and David Baron
Cyber security +
Why Senior Leaders Are On The Front Line Against Cyberattacks
Tucker Bailey, James Kaplan, and Chris Rezek
Are You In the Dark about Shadow IT?
Ryan Shadle and Brian Turley
Corporate Governance in the Age of Cyber Risks
In collaboration with RANE (Risk Assistance Network and Exchange)
Featured +
Planning Ahead – The Board’s Role in Crisis Management
M. Hill Jeffries, Kyle G. Healy, Marshall M. Chalmers
Agitators and Reformers: How to Respond to Activist Investors
Josh Hinkel, Henrik Poppe, Martin Toner and Chuck Whitten
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