To say that these are challenging times to be a corporate director is an understatement. Shareholders are clamoring for greater ability to determine what happens in the boardroom and who sits in the seats; the SEC is proposing a host of new rules requiring a broad range of expanded disclosures; the pace of new lawsuits continues unabated. All this occurs with memories still fresh of the financial system’s near collapse, against a backdrop of an economy still struggling emerge from the “Great Recession.”
As if that’s not enough, directors continue to struggle with their roles as monitors ensuring management properly deals with legal and regulatory compliance issues and otherwise does the right thing, while focusing on company strategy and performance in a fast changing and highly competitive environment. The need to spend increasing amounts of time on board business is exacerbated by expanding committee service, where governance/nominating, compensation, and audit committees are subject to more and more rules and taking on a life of their own. And when a regulatory action, takeover initiative or other life-changing corporate event creates something akin to a crisis environment, the pressure and demands on directors’ time becomes almost unbearable.
