Shrewd governance professionals always want reliable reconnaissance so that they can help U.S. boards avoid surprises, investor challenges, or activist attacks. One of the most prized skills of the job is knowledge of where to find such intelligence. We like to think the bodies for which we work—the IRRC Institute and the Harvard Program on Corporate Governance—offer such insight through research and roundtables. But there’s another place to look, too, and it has proven uncannily accurate: the United Kingdom. Governance developments there have a habit of migrating before long to North America. The exact form may change, but the basics remain as they cross the Atlantic. Among now-common U.S. governance practices that originated in the United Kingdom are “say on pay” votes, majority voting standards for director elections, and independent board chairs. So should it be worrying to U.S. companies that the newest governance goalpost in the United Kingdom—touted by none other than the country’s Conservative Party prime minister—is the appointment of workers to corporate boards?
