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The Governance Revolution by Deborah Midanek

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Introduction

Boards are mysterious, and imperious; cloistered and powerful; revered and reviled. Their members are a breed apart, to be treated warily as we just do not know exactly what to make of them—sometimes even when we serve alongside them.

Long accustomed to operating in obscurity, directors have found their peace and quiet disturbed lately by all kinds of clamor at the board room door. Many of our major enterprise failures are blamed on failure of governance. Activist shareholders believe they know better. Proxy advisors grade board performance. Women and minorities lament their lack of inclusion, and the lovely phrase “board refreshment” has taken hold as a polite way of saying that new blood is needed. Regulators debate whether and ...

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