Corporate Director's Deskbook

Companies’ exposure to risk, whether data security breaches, improper home mortgage practices, improper foreign payments, financial risk-taking, and a myriad of other challenges, has become a central focus of corporate America and boards of directors. The damage to corporate and personal reputations when these risks come home to roost can be disastrous for stock prices and careers. Not surprisingly, the board’s role in managing risks has been the focus of stockholder suits, regulatory investigations, ISS “withhold” campaigns, and institutional investors.

Corporate Director’s Deskbook offers coverage of:

• board independence and increased stockholder power;
• the role and operation of boards of directors;
• emerging issues such as environmental, social, and governance (ESG) concerns, board diversity, and cybersecurity;
• trends in initial public offerings;
• board risk management and the board’s oversight of compliance programs;
• the role and operation of audit committees, including the audit committee’s role in overseeing cybersecurity;
• the SEC’s Whistleblower Program;
• the role and operation of compensation, nominating, and corporate governance committees;
• board of director risk and liability, including discussion of “going private” transactions; and
• an overview of the federal securities laws.

Corporate Director’s Deskbook is authored by two experts: David Hardesty, CPA, and Paul Hilton, J.D. Mr. Hardesty is a consultant with WMB2, a San Francisco Bay Area CPA firm. Mr. Hilton is a partner with Hogan Lovells LLP, an international law firm. Mr. Hilton is the co-leader of the firm’s U.S. Capital Markets and Corporate Governance practice and is a Practice Group Director for the Corporate Practice Group.