The Corporate Director Podcast

“We may vote against the election of directors where we have concerns that a company might not be dealing with E&S factors appropriately.” This new addition to BlackRock’s corporate governance and proxy voting guidelines shifts ESG from “an afterthought to a strategic imperative” for boards, says Helle Bank Jorgensen, a globally recognized sustainability, climate change, and ESG expert. To help board members keep pace, Jorgensen founded Competent Boards to give current and future directors an online platform to learn from global experts and each other. The end goal is for board members to “get the tools to get the insight to get the foresight they need to make better decisions and make their companies more resilient.” In this episode, podcast co-host Meghan Day talks to Jorgensen about ESG, boards, and expectations today, drawing from Jorgensen’s experience advising companies from Maersk to Unilever, serving as a board facilitator for the UN Global Compact Board Program and serving on the expert panel for His Royal Highness Prince of Wales’ Accounting for Sustainability Project. (“The closest to royalty I’m going to get,” Day jokes.)

In the tumultuous year that has been 2020, it might seem prudent for companies to hunker down, lower expectations, and put proactive strategy on the back burner until the business climate stabilizes. Resist that urge, Shellye Archambeau says. Archambeau was among the first Black female CEOs in Silicon Valley when she held that post at MetricStream, a platform and software provider in the governance, risk, and compliance space. Speaking with podcast co-host Meghan Day, Archambeau drew from her board membership with Verizon, Nordstrom, Roper Technologies and Okta, as well as her new book, “Unapologetically Ambitious: Take Risks, Break Barriers, and Create Success on Your Own Terms,” to talk about how boards can stay on track in today’s business environment.

The pandemic is transforming how corporate boards conduct business. For starters, with months of virtual meeting experience now behind them, most board members have largely mastered this tricky terrain. Can boards apply the best habits of today’s virtual meetings to more effective operations beyond the COVID-19 crisis? Eileen Kamerick brings a particularly rich perspective on the subject. She serves on the boards of four companies—AIG Funds, Associated Banc-Corp, Legg Mason Closed-End Mutual Funds, and Hochschild Mining—and chairs three audit committees and one corporate governance committee. From all of the virtual meetings she’s attended since March, and her extensive governance and corporate leadership experience, she has some insights and suggestions. Here Kamerick joins co-hosts Dottie Schindlinger and Meghan Day to talk about what she’s seeing and how lessons learned could—and should—shape the future.

Declining foot traffic. The migration to digital and e-commerce brands. More globalization and lower barriers to entry. Even before the COVID-19 pandemic sent in-store shoppers and their wallets home for months, the future of retail has been called “dire” and “apocalyptic.” Have online retailers like Amazon won the battle for good? Anddria Clack-Rogers Varnado brings a dual perspective to this question from the worlds of retail and governance. She’s held executive strategy roles with Williams-Sonoma and Macy’s, where she’s currently chief strategy officer, and serves on the board of directors for Umpqua Holdings.

At the beginning of 2020, the environmental, sustainability/social, governance (ESG) discussion centered around climate change. What a difference a few months makes. The pandemic shutdowns, worldwide outrage over police brutality and systemic racism – what does it all mean for boards? Roy Dunbar brings a multi-faceted perspective from executive leadership roles at Network Solutions, MasterCard, and Eli Lilly and now serving on the boards of Humana, Johnson Controls, and SiteOne Landscaping.

On this week’s episode, hosts Dottie Schindlinger and Meghan day reflect on the recent events, and how corporate leaders are responding to the #BlackLivesMatter protests and denouncing racism and police violence. Then, Meghan shares her previously recorded interview with Larry Clinton, President of the Internet Security Alliance, on the huge uptick in cybercrime during the pandemic. According to Larry, if cybercrime around the world had its own economy, it would be big enough to qualify for inclusion among the G-10 nations. Larry discussed what it all means for boards, and what board members need to ask and expect from management in this new environment of increased cyber risk.

Executive compensation has gotten complicated. Succession planning – for more roles than just the CEO – has risen to the fore. Meanwhile, stock price volatility is spurring a rise in activism, inspiring shareholder rights plans, and tempting hedge funds. Dawn Zier, a board member for Spirit Airlines, brings insights from an industry hard hit by COVID-19, as well as perspectives from the board of Hain Celestial Group and her leadership of Nutrisystem. In this episode—marking the one-year anniversary of The Corporate Director Podcast—she joins co-host Dottie Schindlinger and Meghan Day to talk about how boards are re-thinking metrics, post-mortems, leadership, and more in today’s “new normal.”

One “business” that’s thriving during the coronavirus crisis is cybercrime, which has increased four-fold since the start of the pandemic, according to the FBI. In this episode, we speak to Bob Zukis, CEO and founder of the Digital Directors Network about where boards are at in terms of preparedness, and how “digital directors” can help. Zukis is a leading advocate for digital diversity in the corporate boardroom, who has lived and worked on the front lines of globalization across four continents and twenty countries. He cites “a cybersecurity leadership crisis in companies all around the world in the boardroom”: They need to move from awareness of cyber risk to action.

During the COVID-19 crisis, when we most need a strong and robust healthcare system, healthcare leaders have faced unprecedented challenges. From canceling lucrative elective procedures at already cash-strapped facilities, to obtaining and allocating vital resources, to navigating evolving conditions—and standing up to skeptics—while battling a deadly virus, hospital and health system leaders have faced one tough decision after another. What best practices can all industries glean from the experience of healthcare boards, both now and into the future?In this episode, podcast co-hosts Dottie Schindlinger, Executive Director of the Diligent Institute, and Meghan Day, Diligent Corporation Senior Director of Board Member Experience, get insights from Jamie Orlikoff, healthcare governance expert and chair of the board for the St. Charles Health System in Bend, Oregon.

Is it right to order grocery delivery during a pandemic? What measures should companies take to protect employees during a lockdown? As the COVID-19 crisis places ethical questions like this in the forefront, Global Ethicist Dr. Andrea Bonime-Blanc shares her views on the podcast. Dr. Bonime-Blanc has built a career around helping corporations, governments, and nonprofits navigate ethical issues, including serving as an Independent Ethics Advisor to the Financial Oversight and Management Board for Puerto Rico, and authoring the book, Gloom to Boom, on how leaders can transform ESG risk into opportunity. In this episode, Dr. Bonime-Blanc discusses the deficit of public trust in institutions, the role of ethical advisors, and the influence of technology on ESG issues and risk.