The Director's Manual

Chapter 10What's Next in the Boardroom?

What's in This Chapter?

• The Six Biggest Challenges for Boards
• Ongoing Scrutiny of Executive Compensation
• Continuing Demands for More Proxy Information
• More Shareholder and Investor Activism
• Greater Demands for Proxy Access
• Sharper Focus on Risk Management
• Ever-Increasing Scrutiny of Board Composition
• The Way Forward
• Chapter Summary and What's Next

Boards today face unrelenting pressure to provide more information to investors and shareholders. As noted at the beginning of this book, the changes to governance practice over the last sixty-five years have been driven by extraordinary events in the business environment as well as unprecedented upheavals in societal norms and expectations. These economic and societal changes include the following:

• A move away from a manufacturing economy that expanded during World War II and then dominated the world economy throughout the 1950s and 1960s until the beginning of today's service-oriented economy.
• Improvements in the manufacturing process during the 1970s and 1980s, particularly the changes related to the introduction of automation that replaced individual workers.
• The diminishing influence and power of organized labor.
• The “creative destruction” of industry in the 1980s and the new business world that it ushered in, dominated by “corporate raiders” and the use of leveraged buyouts.
• The bursting of the dot-com bubble in 2001.
• The blatant corporate malfeasance that was exposed in 2001 and was ...