NACD Renews Gold Standard for Corporate Director Performance

Updated Report of the NACD Blue Ribbon Commission on Director Professionalism Showcases Leading Practices Required in Today's Corporate Governance Environment

News provided by

National Association of Corporate Directors

Jul 20, 2011, 10:58 ET

WASHINGTON, July 20, 2011 /PRNewswire/ -- Based on its more than three decades of experience focused on advancing exemplary board practices and delivering leading director education, the National Association of Corporate Directors (NACD) released an updated version of its most widely-read publication - the Report of the NACD Blue Ribbon Commission on Director Professionalism - to coincide with the one-year anniversary of the Dodd-Frank Act.

Over the past 15 years, the NACD Blue Ribbon Commission (BRC) on Director Professionalism has defined the gold standard for the roles and responsibilities of corporate directors, provided guidance on how to effectively perform in their positions, and ensured that corporate directors are well positioned to help the companies - and by extension the shareholders - on whose boards they sit to grow, create jobs, and continue to innovate in the global marketplace.

"Given that the landscape for companies has dramatically changed more over the past 12 months than at any point in recent history, NACD's ongoing work to drive director professionalism is more relevant than ever in helping boards meet new challenges," Ken Daly, President and CEO of NACD said. "NACD's vast experience, knowledge, and understanding positions us to provide directors with the right tools to effectively thrive in this new environment. Indeed, the core recommendations in the BRC report are as critical today as they were a generation ago when we initiated the era of Director Professionalism. The updated BRC on Director Professionalism is the go-to guide for directors, corporate secretaries, general counsels, accounting firms, law firms, universities, and other corporate governance leaders."

"This report is the cornerstone publication for all directors committed to boardroom excellence," Daly said. "Importantly, all of the practical tools, guides, and references have been updated in the latest version to reflect new requirements from Dodd-Frank, new SEC disclosure requirements for proxy statements and the advent of shareholder say on pay."

Taking into consideration the increased scrutiny on governance practices and the additional demands being placed on public company directors, the NACD Blue Ribbon Commissioners leveraged their years of experience to develop forward-looking recommendations for corporate governance and best practices in director professionalism.

"American corporations will face continual pressure to remain viable in a global competitive environment with continually evolving regulatory landscape changes, not just in the U.S., but elsewhere," said Ira Millstein, senior partner at the international law firm Weil, Gotshal & Manges LLP, and chairman of the Blue Ribbon Commission on Director Professionalism. "I believe that companies, to succeed in the future, will need to have excellent corporate governance and boards to effectively navigate the challenges. Good governance requires more than compliance with mandates, it requires voluntary initiatives."

NACD pioneered the concept of "Director Professionalism" with the launch of the first BRC report, in support of the understanding that the board is at the center of corporate governance. In turn, the actions and attitudes of individual board members make up the culture of the board. Since the introduction of these concepts, authorities and experts, including the United States Congress and the Delaware Supreme Court, have referenced BRC reports and their detailed information about leading boardroom practices.

According to the BRC, the board has four major areas that it should consider and collaboratively work to accomplish. They are:

Responsibilities: What the board should do
Processes: How the board fulfills those responsibilities
Selection: Who the directors should be
Evaluation: How the boards and individual directors should be judged

Best practices that reflect the experience of the 27 directors, institutional investors, and governance experts who served on the Commission are outlined in the report for each of these four categories.

As the next step in NACD's work on corporate governance issues, members and non-members alike can look forward to several rollouts of new initiatives over the coming months. With immediate plans to provide credentialing and benchmarking programs, NACD will continue to be a leader in accountability, transparency, and high standards for corporate boards.

To receive a copy of the updated Report of the NACD Blue Ribbon Commission on Director Professionalism, visit http://www.nacdonline.org/Store/ProductDetail.cfm?ItemNumber=3721.

About NACD

The National Association of Corporate Directors (NACD) is the only membership organization delivering the information and insights that corporate board members need to confidently confront complex business challenges and enhance shareowner value. With more than 11,000 members, NACD advances exemplary board leadership. NACD is focused on creating more effective and efficient boards through director-led education and peer forums to share ideas and leading practices based on more than 30 years of primary research. Fostering collaboration among directors and governance stakeholders, NACD is shaping the future of board leadership. To learn more about NACD, visit NACDonline.org. To join, please contact Kelly Dodd at [email protected] or 202-380-1891.

Contact:
Henry Stoever, Chief Marketing Officer
National Association of Corporate Directors
202-572-2102

SOURCE National Association of Corporate Directors