A Proposal to Empower, Not “Expert-ize,” Boards

Public companies confront wide-ranging and thorny, often technical issues. These range from cyber risk to a wide assortment of other business and enterprise risks, e.g., increased global competition, climate change impacts, pressures from activist shareholders, enhanced bribery and anti-corruption regulations, and challenges to business models posed by new technologies and innovation. Their boards of directors, as fiduciaries for the companies’ shareholders, are striving to keep up, with the objective of ensuring that, in the face of increasing business complexity, they can continue to effectively oversee company management and ensure that company risks are considered, managed, and disclosed as appropriate.