NACD - National Association of Corporate Directors
Directorship Magazine May/June 2018 Issue

Table of Contents

May/June 2018


The Challenges of Small-Cap Governance


Nasdaq Chief Sees Robust IPO Market, Blockchain’s Potential, and Joy in Work

In this interview with NACD Directorship, Editor-in-Chief Judy Warner asked Nasdaq CEO Adena Friedman to reflect on her career, what Nasdaq is today, and her prognosis for initial public offerings (IPOs), the fuel of our capitalist system and source of opportunity for new directorships.
by Judy Warner

How Private Companies Maximize The Value of Their Boards

Many founding CEOs are choosing to set up a board and embrace good private company governance tailored to their needs.
by Cassandra Frangos

Proxy Season Survival Tip: Make Board Composition a Priority

The enlightened board will remain one step ahead of investor demands. Here’s how to leap forward in anticipation of this year’s proxy contests.
by Alexandra R. Lajoux

Start-up Competition Winners Grow Businesses, Make an Impact

NACD Directorship caught up with three busy entrepreneurs to find out how their businesses have grown since Dancing with the Start-ups and how they’ve used their prizes to strengthen governance at their expanding enterprises.
by Katie Swafford and Judy Warner


CEO’s Letter

To Be or Not to Be?

To be a public company or to be a private company: that is the question for an increasing number of directors of both private and public enterprises.
by Peter Gleason

Editor’s Note

It's All in the Game

Understanding the small-cap ecosystem is imperative to removing barriers to market entry.
by Judy Warner

The Director’s Chair

Tools for Being an Effective Director: How I Manage All Aspects of a Full Life

The tools and techniques the author uncovered have become tremendous assets for improving her performance as a director.
by Anita Sands

Need to Know

Need to Know

SEC’s Piwowar to Step Down, Introducing NACD NXT, and More
by Katie Swafford

Keeping Count

Report Finds Modest Increases in Director Pay, Notes Implications of Tax Law

The 2017–2018 Director Compensation Report finds small pay increases and notable changes in the operating environment that could have a trickle-down effect on director pay in the near future.
by Ashley Marchand Orme

NACD Board Leadership Fellow

Brenda J. Lauderback

Values-driven. Forward-thinking. Lifelong learner.
by Jesse Rhodes


The Technology Driving New Audit Practices

AI tools will enable better, more timely detection of potential problems while surfacing keener insights into what’s driving growth in different parts of the business.
by Judy Warner

Peer Exchange

Compensation Advisors Deliver Advice on Taxes, Culture, and Big Investors

Regardless of how complex the process for setting and reporting on executive pay becomes, or how simple some critics believe the process should be, one truth reigns: money motivates.
by Katie Swafford

Director Development

Sourcing Talent With Limited Resources

Small-cap companies can make for exciting business environments, but time and resource constraints can prove challenging for both executives and the board, particularly when it comes to board recruitment.
by Rochelle Campbell



Appointments and elections of corporate directors across a variety of companies and nonprofit organizations.
by Katie Swafford

Private Company Insights

Tax Code Spurs Succession Planning

The Tax Cuts and Jobs Act of 2017 may act as a catalyst for family company boards to examine their plans for succession.
by Brian Hughes and Bill Jackson

Small Talk
From Battlefield to Boardroom

Career Shifters Meet Board Experts At Annual Forum for the Military

Former military officers learn how to adapt their skills for boardroom service.
by Jesse Rhodes


Social Media Is Changing Shareholder Engagement

Corporate directors seeking better engagement with their retail shareholders are turning to social media.
by Sherri McLoughlin

Study Suggests Companies Should Address Security From the Inside Out

Although more attacks are being handled better, organizations still need to put their houses in order.
by Kelly Bissell

It’s Time to Reinvent the Compensation Committee

It’s no longer an option for boards to focus on strategy and compliance first and to limit talent to the question of CEO succession and executive compensation.
by Dennis Carey

From Shareholders to Stakeholders

In the changing optics of our times, companies that can demonstrate solid performance on the environmental, social, and governance (ESG) fronts along with the financial side are more likely to sustain success over the next decade than those that do not.
by Joseph Tarantino

Preventative Care for Executive Compensation Programs

By building such an examination into the committee’s calendar on a biennial or triennial basis, companies may avoid the need for major surgery on the compensation plan.
by Thomas Ramagnano and Ron Rosenthal

Confronting Data and Analytics in the Boardroom

Audit committees can be a catalyst for bringing the data and analytics (D&A) conversation into the boardroom.
by Jose R. Rodriguez

The Great Divide: Are Boards and Investors Aligned on ESG Issues?

Investors and directors are sometimes separated by a great divide, but a bridge can always be built through thoughtful and deliberate communication.
by Phyllis Deiso

Mitigate Risks by Adopting Security Operations

SecOps is a practice that brings together security, IT, and development operations (DevOps) teams to make security inherent within innovation and operations.
by Corey E. Thomas