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GOVERNANCE MATTERS

April, 2022  

Latest Boardwise Member Board Appointment 

 

We are excited to share that our recent board certification graduate has  a new executive and board role. 

 

Kudos to

Michael Seimer! 

 

 

Sortera Alloys, headquartered in Fort Wayne, Indiana, has announced the appointment of Michael Siemer as chief executive officer and board director. He replaces company founder Nalin Kumar, Ph.D., who assumes the new role of chief technology officer.

Prior to joining Sortera, Siemer served as president of OSIsoft, the data management platform company now part of Aveva, where he oversaw the strategic vision and future of OSIsoft, created and led the new executive committee and supported the company's global revenue growth and subscription transition.

“I couldn’t be more pleased to be named CEO and board director of such a great company as it moves from pilot to commercial operations,” Siemer says. “At Sortera, we are delivering high-quality materials without the tremendous impact that comes with virgin feedstocks. I am excited to lead this experienced team forward, which will have a major impact on the circularity of heavy industry.”

 

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The ESG Challenge

 

Is Your Board Handling It Well?

 

 

 

The current regulatory proposals and investor demands emphasize the need for boards to fully embrace ESG. While it is getting attention, the ways in which companies address it is widely different, based largely on how they assign oversite within the committee structure.

 

Which Committee Oversee ESG?

 

Some boards assign it to Audit and Risk. Others assign it to Human Capital Committee. It may be with Nomination and Governance or Compensation Committees. A newer approach is to assign ESG to ALL committees, with the assignment to address this with the lens focused on the duties of the committee.  While this takes considerable cross-collaboration on information and plans among committees, it does provide a robust view on how well the company is address ESG goals.

 

With the distributed committee oversight, each committee considers specific topics.

 

Human Capital Committees explore: 1) what is the company doing to create optimum employee cultures, 2) how does work from home support company goals for carbon emissions, 3) how does the company track, assess and share results, 4) what strategies are in place and how effective are they in sourcing and retaining diversity talent

 

Nomination and Governance Committees explore: 1) what is the strategy for board composition and succession planning, and 2) how does the composition live up to the stock exchange listing requirements related to diversity?

 

Compensation Committees explore: 1) what is the company doing to reach targets and enhance a stable, diverse employee composition across all levels, 2) marry the compensation philosophy and practices with DE&I targets., 3) benchmark company results with market industry data.

 

Audit and Risk Committees explore: 1) a wide array of intangible assets, including company reputation, management of risks relative to ESG areas, 2) embed ESG in capital allocation models, 3) include ESG in financial materiality assessments, and 4) track and report results and 5) incorporate ESG factors into evaluations of merger and acquisition transactions.  

 

We Have Work to Do

 

The new study by the Boston Consulting Group and the INSEAD Corporate Governance Centre cites that roughly 70% of directors  are ‘’only moderately or not at all’ effective at integrating ESG into company strategy and governance.

 

Progress and Good News

 

Getting started on this may feel daunting, however, we can be inspired by “good news” happening.

  • Mastercard is linking all employee bonuses to ESG initiatives, introduced first as compensation plans for senior executives and now expanded. Mastercard cites this will help them cut carbon usage, improve financial inclusion, reach gender pay parity and accelerate its net zero timeline by a decade, to 2040 from 2050.”
  • Researcher show diverse boards attract more capital.
  • When shareholders voiced concerns about high injury rates among workers of color, Amazon took steps to conduct a racial equity audit.

 

It is time to pull your board together and decide what is the best path for taking on this important responsibility.

 

 

 

  

Register While There is Still Time!  Next Session Starts in 2 Weeks! 

 

PREPARE FOR BOARD WORK AHEAD

 

Governance and director duties are growing as boards address simultaneous challenges on hot topics.

 

 

 

Cybersecuirty                     Risk                             ESG 

 

 

         DEI                         Artiial Intelligence    Digital Transformation

 

Prepare yourself by registering for our Gold Standard upcoming Board Professional Expert Certification Program.

 

JOIN US! 

 

Two Programs Available

 

May 6 - July 1

 

July 8 - Sept 2

 

Seats are Limited, so sign up soon! https://boardwise.biz/board-certification-program.html

 

 

 TOPICS AND CONTENT

This program has two components.

 

INITIAL ORIENTATION – assessment and personal one-one one video call with Boardwise expert

 

Participants complete an online Board Bona Fide® assessment to establish current board readiness. You have a one-hour private session with a board expert coach to review your profile; discuss what type of board is the best match and explore suggestions for how to achieve your goal to serve on a board.

 

GOVERNANCE EDUCATION SESSIONS live educational sessions online

 

The live interactive program includes nine sessions, each of which is two hours.

 

Governance Sessions Topics

  • FUNDAMENTALS OF BOARD SERVICE
  • GLOBAL GOVERNANCE
  • FINANCIAL FOUNDATIONS
  • BOARD’S ROLE IN STRATEGY AND INNOVATION
  • BOARDS AND BIG DECISIONS: CYBER&BIO SECURITY AND RISK MANAGEMENT
  • BOARDS AND BIG DECISIONS: ARTIFICIAL INTELLIGENCE AND DECISION-MAKING
  • BOARDS AND BIG DECISIONS: ROLE OF BOARDS IN THE DIGITAL AGE
  • THE CEO, YOUR BOARD STYLE AND BOARD DYNAMICS
  • SOLUTIONS FOR SPECIFIC CHALLENGES

Why This Program?

Taught by world-class global experts in corporate governance, you will:

  • Learn the latest in governance issues and how to manage them;
  • Prioritize board roles and responsibilities;
  • Understand the economic, legal, reputation and fiduciary responsibilities of directors;
  • Feel empowered to ask the right questions and make important decisions
  • Understand and improve your effectiveness on a board;
  • Learn about best practices for evaluating company financial and strategic performance;
  • Improve committee effectiveness and personal director contributions;
  • Consider ways to improve board mix, meeting effectiveness, relationships with shareholders and stakeholders and increase overall corporate reputation;
  • Compare practices and ideas with director colleagues from other companies who participate;
  • Become a more effective, knowledgeable leader in corporate governance.

Faculty for the Program

 

                     
Dr. Donna Hamlin                          Professor  Dr.                                                                                Fred van Eenennaam                             

 

                       

              Jen McClure                                          Marilyn Nagel                                                              

 

Brian Barnier 

 

Join those board directors who understand: board learning is a permanent commitment.

 

We have two offerings of this program remaining this year. Learn more and register at

https://boardwise.biz/board-certification-program.html