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Board Consideration of HR Strategy

No matter what it is called, most boards annually receive a report from management regarding “human resources strategy.” To date, these reports have been predictable. But things are changing. Earlier this year, Larry Fink, Chairman and CEO of BlackRock, wrote: “Attracting and retaining the best talent increasingly requires a clear expression of purpose. With unemployment…

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You just know that question is coming…

As you prepare for a board or committee meeting, you just know that you are going to get the question: “What are our peers doing?” You may get it from the CFO, the GC, the CEO, or the Chair of your committee. If you are lucky, you get the question before the meeting. If you…

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“You don’t manage people, you manage things; you lead people.” — Grace Murray Hopper

To Admiral Hopper’s point, leadership can make a dramatic difference to the people who make up an enterprise and, therefore, to the enterprise itself. For that reason, Leadership is one of every board’s three Priorities (the others are Strategy and Execution). A board’s role in Leadership takes several forms – specifically, three focus areas. Board…

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“Couldn’t you have anticipated this?”

Compliance Checklist Dashboard on iMac Display - Foresight

It is no trouble to cancel an unneeded meeting. It is another story when your board or governance committee needs an unscheduled meeting.    Of course, sometimes an unscheduled meeting is unavoidable – say, to discuss the opening salvo in a potential proxy fight. But the need for most meetings is foreseeable. Let’s look at…

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Corporate Governance Partners Launches FORESIGHT™, the First Board Effectiveness Software Solution

Foresight - Board Management Corporate Software

Corporate Governance Partners, Inc. today released FORESIGHT™, the first complete corporate governance software solution for boards of directors at public companies. The cloud-based software simplifies board planning and enhances board compliance and performance. FORESIGHT is designed for corporate secretaries, general counsel, CEOs and lead directors. “Rigorous corporate governance has never been more important or challenging…

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Vanguard Proxy Season Updates

Vanguard Investments Logo

Vanguard has refined its 2019 voting policy on three important topics: Independent Chair Overboarding Board diversity. Independent Board Leadership: Vanguard continues to support independent leadership in the boardroom – either an independent chair or lead director. Where Vanguard finds a board’s independent oversight of management and/or their responsiveness to shareholders has been lacking, Vanguard may…

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SSGA 2019 Proxy Voting Guidelines and Engagement Highlights

State Street Global Advisors

State Street Global Advisors has released its Proxy Voting and Engagement Guidelines for 2019. State Street also provided an engagement protocol – State Street Global Advisors’ Issuer Engagement Protocol which aims to make State Street’s engagement activities more transparent and also includes guidance on activist investors and shareholder proposals. Issuers may want to take note of…

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