2022 Governance Outlook

Published by NACD
The 2022 Governance Outlook is designed to give corporate directors and senior executives a comprehensive overview of major business and governance issues that are likely to demand board focus over the coming year. The report begins with an introduction from NACD that highlights survey findings about leading board priorities for 2022 and follows with four partner contributions that provide distinct insights and projections on the following themes: proxy priorities, ESG oversight, M&A oversight and purpose, ransomware risk, assessing DE&I practices, and D&O threat landscape.

Each partner contribution provides (1) an overview of key trends in a particular area of governance, (2) an outlook for how those trends will play out in 2022, and (3) relevant implications and questions for boards to consider. The 2022 Governance Outlook is designed as a collection of observations to help corporate boards to prioritize their focus in 2022 and increase their awareness of emerging issues through both detailed topical analysis and coverage of broader governance implications.

The Great Board Reboot

The New Board Agenda
In the wake of corporate scandals, a global pandemic and an uncertain economic and social recovery, all eyes are firmly on the board. Beyond regulation and compliance, board members must be able to detect risk and opportunity like never before. Amid greater accountability and governance reforms, boards have to be more flexible, more agile and more responsive.

“Boards have to show the sort of leadership that pulls the best of their organisations’ people and thinking into play,” says John Elkington, who has served on more than 70 boards and advisory boards. “The best ones do exactly that — they are made up of people who are curious and committed – and who understand that the world changes, often in unexpected ways.”

This report, which is based on the findings of a global survey of more than 600 Financial Times readers who currently sit on boards, as well as interviews with leading experts, reveals how directors are embracing this evolution in their role and responsibilities. It finds that the role of the board director is undergoing profound change. Individual and collective expectations are rising. The way that directors are recruited, trained and developed is being reshaped. And the composition of the board and the breadth of its expertise is under intense scrutiny. The board agenda has always been packed. Now it comes with added complexity.

Harvard Law School Board Memo 2022: Sustainability and Beyond

Board Memo 2022: Sustainability & Beyond

In 2022, companies are confronting an ever-expanding list of internal and external pressures on their business from a strategic, operational, governance, stakeholder and regulatory perspective. Well-advised boards of directors and management teams will need to prepare for and navigate traditional as well as evolving areas of focus in order to successfully execute on the company’s strategy. As you consider the opportunities ahead, while anticipating the inevitable challenges, we invite you to review the themes we expect to be prevalent in 2022 and beyond.

NACD 2022 Governance Outlook
Published by the NACD

Women on Boards – The U.S. Corporate Journey Towards Gender Diversity

Stakeholder Voices in the Boardroom
Today’s boards must ensure that stakeholder interests are factored into decision-making.

Women hold most non-executive director board seats in UK for first time
by Daniel Thomas, for the Irish Times

How boards are strengthening their self-assessments and related disclosures
from EY Center for Board Matter

FCLTGlobal Working With Nasdaq, ILPA To Increase Transparency of Diversity & Inclusion Within Private Markets

How Many Committees Should Your Board Have?
by Gail F. Lieberman

The Biggest Change In Corporate Reporting Since The 1930s: How To Read IFRS Prototype Sustainability And Climate Standards

The Diversity Premium: More Women, Higher Returns. 
by Jessica Hamlin

How Audit Committees Can Prepare for 2021 Q3 Reporting

Recent and upcoming developments impacting Q3 reporting and beyond.

In brief:

Women in the Workplace 2021

"Women in the Workplace1 is the largest study on the state of women in corporate America. In 2015, LeanIn.Org and McKinsey & Company launched the study to give companies insights and tools to advance gender diversity in the workplace. Between 2015 and 2021, over 750 companies participated in the study, and more than a quarter of a million people were surveyed on their workplace experiences. This year, we collected information from 423 participating organizations employing 12 million people, surveyed more than 65,000 employees, and conducted interviews with women of diverse identities, including women of color,2 LGBTQ+ women, and women with disabilities. Our 2021 findings focus on the impact of the COVID-19 pandemic and the growing emphasis on diversity, equity, and inclusion on the experiences of women and the state of work more broadly."

How Barra Built GM’s Majority-Women Board

One of the nation’s most influential boards is also among its most gender-diverse. Here’s how GM’s Chair and CEO pulled it together — and why.
By: Dale Buss