Corporate Governance for New Directors: The Basics and Beyond Book

Appointment to a corporate board of directors is a tribute to an individual's leadership abilities, business acumen, and integrity. It is literally a vote of confidence by a company's shareholders that a particular individual can be relied upon to protect the shareholders interests and maintain the company on a responsible and profitable trajectory. During the past decade, however, board directorships have come to be cast in a different, and not always flattering, light. Corporate scandals have exposed numerous cases where directors were "asleep at the switch," failing to carry out their fiduciary duties, with drastic consequences for the corporation and its shareholders. Directors now face increased risk of being held liable for corporate failures and malfeasance. Being a corporate director has become a potentially perilous undertaking. Corporate Governance for New Directors provides newly appointed directors with the tools needed to carry out their duties to the corporation with care and intelligence, while avoiding the many potential pitfalls. The focus is on the basics, what every director must know. But it goes beyond the basics in addressing issues relevant to global companies, the subtleties of the director's relationships with management and shareholders, and what recent failures in corporate governance can teach the new director. It will prove to be an indispensable resource for the dedicated director. About the Authors Michael L. Whitener is a principal in the Washington, D.C. office of VistaLaw International. The author of Creating Software Alliances (Aspatore 2007), Mr. Whitener has a legal practice focused primarily on international corporate transactions, assisting software and other high-technology clients develop their global businesses and protect their intellectual property abroad. Robert N. Walton is a principal in the Washington, D.C. office of VistaLaw International. Mr. Walton, who has legal expertise with regard to a variety of transactional, intellectual property, and compliance matters, has conducted Foreign Corrupt Practices Act and business ethics training for global companies as well as provided corporate governance advice to clients in the Middle East and elsewhere. Blake Redding is a principal in the Paris office of VistaLaw International. An avocet admitted to the Paris bar, Mr. Redding has handled a wide variety of international legal projects ranging from mergers and acquisitions, joint ventures, and financings to global corporate ethics, compliance, and risk management programs. VistaLaw International, with offices in Paris, London and Washington, D.C., is a legal services firm created by former in-house counsel with extensive international experience that is dedicated to providing practical, cost-effective legal advice to global companies. VistaLaw's services include corporate governance review and structuring, drafting and negotiation of commercial contracts, and handling of international merger and acquisition transactions.Read More