Embracing the Digital Era

A recent article from authors Leo E. Strine Jr. and Laura A. McIntosh entitled “Board Practices in the Digital Era: Using Corporate Governance to Maximize the Benefit-to-Cost Ratio of Information Technology” highlights the triumphs and challenges for corporate boards in an increasingly digital age. The article makes several suggestions to address generational changes in the board room that might be helpful to some fund boards, including:

• Have a general protocol for minuting meetings and be specific and careful when deviating from that protocol
• Educate directors and managers on the benefits and hazards of note-taking
• Prohibit multitasking during meetings, especially virtual meetings
• Use the pandemic experience to rethink your board committee structure
• Deliberately manage the volume, flow and security of electronically provided board materials
• Increase committee and board efficiency using virtual meeting technology
• Insist that directors commit to being present at scheduled in-person meetings
• Respect the boundaries between the roles of board and management

The authors note nothing new is required, instead it is important for boards to use “business judgment to reflect on how the most positive impact can be obtained through the effective use of available resources,” adding “new technology can markedly improve the quality and efficiency of company decision-making.”