Board involvement in strategic planning and target identification/deal mechanics/implementation?
Which elements of the board are involved with M&A oversight?
What do you advise the board on regarding strategy/deal mechanics/implementation?
Has the range of risks considered changed?
The role of the board and governance teams in answering investor concerns around a transaction?
Due diligence: Use of technology (virtual board rooms, AI, etc)?
Assessing need for director skills?
Looking at candidates’ ‘soft skills’?
Focus on diversity?
How do you identify the right candidates – perhaps in new areas (not just CEOs)?
Use of outside advisers?
Creating a pipeline of candidates?
Reporting the board’s skills and demographics through the proxy statement.
Who conducts assessments?
How frequently?
Written or oral or both?
How are findings shared?
How are findings acted upon?
Are they affective?
Artificial intelligence (AI)
Does your company’s legal/governance function use AI tools?
If so, what functions do you use them for (eg document reviews, due diligence, entity management)?
If not, do you plan to start using AI tool/s in the next year?
If so, what functions do you plan to use them for (eg document reviews, due diligence, entity management?
Has your board been briefed on AI and its implications for the company’s operations?
Do you see the role of in-house counsel changing as a result of AI? If so, how?
What do you see as the potential benefits of AI for your legal/governance team?
What do you see as the potential risks of AI for your legal/governance team?
Proxy season preparation
When do you start working on the upcoming proxy statement?
Who is involved in preparing the proxy statement?
Which board committee oversees the proxy statement preparation/sign-off?
When does your main shareholder engagement take place ahead of the AGM?
Has your company had a shareholder proposal filed last year/year before?
Have you engaged with a shareholder planning to file a proposal?
When do you start planning for the company’s AGM? Who is involved?
Did you use virtual, hybrid or in-person only AGMs this year/next year?
Governance Intelligence has worked with the governance community for more than three decades to understand which companies have provided outstanding governance services. The results help corporate secretaries, general counsels and other governance professionals develop a deeper understanding of their roles and the best practices they should follow in order to deliver shareholder value.