Governance

The global pandemic forced many companies to accelerate their digital transformation efforts. As we reflect on lessons of the past 18 months, what must executive management and the board do to continue digital innovation going forward? Most are well aware of the churn in the S&P 500 over time. And many are aware that expected churn in the S&P 500...

Public companies have made strides in increasing the diversity of their boards of directors in the face of pressure from multiple stakeholders, but according to a new analysis of board diversity, there's still a long way to go. The Conference Board (TCB) and ESG data analytics firm ESGAUGE conducted a comprehensive review of board composition, director demographics and governance practices...

Public companies have made strides in increasing the diversity of their boards of directors in the face of pressure from multiple stakeholders, according to a report by The Conference Board (TCB) and ESG data analytics firm ESGAUGE, but they still have a ways to go. The report, Corporate Board Practices in the Russell 3000, S&P 500 and S&P Midcap 400:...

PwC’s 2021 Annual Corporate Directors Survey highlights stark differences in director views compared to prior years in the areas of ESG, diversity & inclusion (D&I) and linking executive compensation to non-financial goals. Directors are once again calling for new faces on boards — with nearly half (47 percent) saying that at least one fellow board member should be replaced, according...

As PwC's 2021 Annual Corporate Directors Survey reveals, societal change is continuing to filter its way into the boardroom, though perhaps in fits and starts. For more than 10 years, PwC's Government Insights Center has gauged the views of public company directors from across the United States, and this year's survey included insights from 851 corporate directors. Key findings include:...

The SEC is exploring new possible mandates around workforce disclosures. That may prove a tall order for businesses in the short term. But with increasing data tying alpha to employee well-being, leaders would do well to preempt these requirements.

The past 12 months have seen a surge in proposals and voting trends related to environmental, social and governance (ESG) matters. Here, experts from Bass, Berry & Sims discuss activity from the Big Three asset managers (BlackRock, Vanguard and State Street) and offer takeaways for public companies in the year ahead.

From investigation to insurance eligibility, authors Edward Glickman, Scott Sherman and Josh Lewin describe a few scenarios you can expect to encounter when you are asked to join a special litigation committee. This article is the second in a two part series. Part 1 explains the underlying reasons for SLCs, the lawsuits in which SLCs are involved, the powers of...

When companies are tasked with investigating the alleged misconduct of current or former officers and directors at the urging of shareholders, they have a few options. An SLC is often the best way forward. Authors' note: This article is the first in a two-part series designed to provide a high-level overview with key insights to directors on what they need...

Digital savvy is becoming more than a desirable attribute that directors and senior executives aspire to embrace. Compelling research asserts that companies could be falling behind if their boards lack 21st century know-how. It is intuitive that the same applies to business leaders. Boards and business leaders are well aware of the digital revolution taking place across the globe. And...

Most business leaders recognize the futility in predicting the future. As markets transition out of the pandemic, it makes sense to improve the organization’s agility in responding and adapting to the unexpected.       The business model is akin to a finely tuned machine requiring the coordination of multiple components to deliver value to customers according to the company’s brand promise....

General counsel (GC) say that the COVID-19 pandemic rewrote their to-do list. And with many teams back in the office, once-relaxed expectations are also undergoing a return-to-work transition. Stakeholders may have granted a partial “COVID truce” in 2020, but now companies and boards face new expectations of corporate behavior. New risks for boards to consider around subjects such as equality,...