Seven Questions Board Members Should Ask About Insider Threat Risk
February 14 | Ryan Stolte, Co-founder, CTO, Bay Dynamics | Comments (0)
Insider threats are the unwelcomed gift that keeps on giving. A recent report by the analyst firm Forrester revealed that insiders are responsible for more than half of companies’ data breaches. Companies today more so than ever before need insider threat programs, which involve a combination of people, processes and technologies. So where does the board fit in?
New Year’s Resolutions for Director Compensation from Investors Bancorp
February 07 | Jennifer Conway, Partner, Cravath, Swaine & Moore | Edmond T. FitzGerald, Partner, Davis Polk & Wardwell | Arthur H. Kohn, Partner, Cleary Gottlieb Steen & Hamilton LLP | Brian D. Robbins, Partner, Simpson Thacher & Bartlett | Comments (0)
A recent decision by the Delaware Supreme Court raises a question as to whether a plan limit allowing board discretion to grant awards within general parameters will be sufficient to ensure business judgment deference, rather than an entire fairness review.
ESG Investing Takes on New Meaning for Activist Hedge Funds and Corporate Boards
January 29 | Charles M. Nathan, Senior Advisor, Finsbury, Senior Fellow, Governance Center | Comments (0)
A focus on organizational, operational and product improvement by activist investors seems a far cry from socially responsible investing. So, it attracted some notice when Trian Partners modified its website last year to add a statement embracing ESG.
Boards and the Weakest Link in Third-Party Information Security Risk Management
January 19 | Kazunori Yozawa, Global CTO, CEO (Japan Region), NTT Security | Bob Zukis, Advisor, Fusion LA, Senior Fellow, Governance Center | Comments (0)
In a business environment where the weakest link in an ecosystem can jeopardize the entire community, effectively governing and managing third party risk takes on greater importance.
Should New CEOs Still Get to Pick Their Own Boards? GE says Yes.
January 04 | Ralph Ward, Publisher, Boardroom INSIDER | Comments (0)
The chief executive being free to “pick his own board” was long a common, accepted prerogative of boardroom politics. Today, though, it would seem to fly in the face of every current precept of how good corporate governance should function.
On Governance: Disclosure Advice for Impact of 162(m) Tax Reform
December 19 | Arthur H. Kohn, Partner, Cleary Gottlieb Steen & Hamilton LLP | Comments (0)
Many companies rely on the qualified performance-based compensation exception and therefore comply with the relevant technical criteria under Section 162(m), including the requirement that the material terms under which the compensation is to be paid, including the performance goals, are disclosed to and approved by shareholders.