Environmental disclosures – a rapidly evolving landscape – are perhaps the most pressing issue facing company boards and executives, with various regulators and standard setters establishing requirements for certain sustainability-related information on a continuous basis. In 2021, the International Sustainability Standards Board (ISSB), in partnership with the International Financial Reporting Standards which monitors companies in…

The boards of directors—who have likely never been more vital to the inner workings of a firm—routinely face values conflicts. As boards are pressured to contemplate new regulations about transparency and accountability, ongoing environmental and social concerns, executive pay and performance challenges, and the rights of shareholders and other stakeholders, it is clear that board…

Walgreens, which went public in March, joined a parade of companies going private in recent months, including Nordstrom, Solar Winds and grill maker Weber Inc. Earlier this year Blackrock CEO Larry Fink argued that the future of financing will not come from banks, corporations or the government but instead from private investors who will stand…

There’s been a lot of news about conflicts of interest (COIs) this year. And just this week the Senate’s Subcommittee on Investigations issued a 43-page memo about Elon Musk’s conflicts as an advisor to President Trump. The memo, based on publicly available data, found Musk and his companies were “subject to a least 65 actual…

Once again proxy advisors are in the news. Two big areas that proxy advisors weigh in on are climate risk and board composition – and their scope and impact has grown exponentially. Institutional Shareholder Services (ISS) and Glass Lewis together control some 97% of the market. Their core business is to provide research and make…

Nasdaq’s highly publicized rule, approved by the Securities & Exchange Commission, went into effect in 2022 requiring that Nasdaq-listed companies have — or explain why they do not have — at least 1 female director and at least 1 director who self-identifies as an underrepresented minority along with a board diversity matrix. On December 11,…

Corporate governance is facing a number of false dichotomies that both researchers and practitioners hold dear. In terms of whose interests’ regulations serve, what drives value and who has control of the firm there is a tendency to want to reduce it to: this or that, you or me, they or us. These false dichotomies…

Many have been saying that this year’s election is about gender – because there are big divides about who women and men are voting for. This relates to another important gender issue – the presence of female leadership (CEO and the C-Suite) and its effect on corporate governance policies, decision making and board composition. These…

A perennial question for boards seeking new directors is whether to focus on specialized skills or more generalized knowledge. And while the use of board skills matrices – required by the Nasdaq Exchange – is both common and helpful, there is more to consider today. The changes to the corporate governance world, just in the…

In recent years, a paradox has emerged with respect to diversity on boards of directors. On the one hand, recognition of the value in diversity continues to grow. At the same time, progress with respect to diversity’s advancement and acceptance within boardrooms has stalled across many international contexts. For example, the 2024 Q1 Gender Diversity…