We're Being Watched

I’m very honored to have made an NACD Directorship list. No, not the illustrious “Directorship 100,” billed as “the veritable who’s who of the American corporate governance community.” Instead, I’m on a “short list of movers and shakers who merit serious attention as potential boardroom influentials. This new feature of the Directorship 100 recognizes a few outstanding individuals who, by virtue of what they do and how they do it, bear watching.”

Thanks to whoever nominated me. Great to be on a list that includes Vineeta Anand (AFL-CIO) Kenneth Bertch (Morgan Stanley), Francis H. Byrd (The Altman Group), Paul Lapides (Kennesaw State University), Gary Lutin (Shareholder Forum), Frank Partnoy (University of San Diego), Francis G.X. Pileggi (Blogger on DE Courts) and several others, some of whom I have admired and followed many years.

Coming up with the short list or the Directorship 100 would appear to be a tough job. Someone highly influential will always be missing, even if they’ve been there in years past. For example, this year where is Nell Minow? She’s still the queen of quotes and as influential as ever, as far as I’m concerned. And if they are going to consider bloggers like me, where is Broc Romanek? Doesn’t everyone read theCorporateCounsel.net? What about Jay Brown’s theRacetotheBottom.org?

Anyway, thanks NACD… I’m watching you too and honored to be on your short list. NACD does good work. Proxy access offers them an opportunity to provide training on how to be or how to word with “dissident” board members.

While I’m on the topic of lists and watching each other, I also made J.W. Verret’s list of My Favorite Corporate Law Blogs. “Corpgov.net.  Always good to keep an eye on what the other side is up to.  Jim McRitchie blogs about the latest developments in shareholder activism.”

I feel the same way about Verret. For example, his Defending Against  Shareholder Proxy Access: Delaware’s Future Reviewing Company Defenses in the Era of Dodd-Frank feels too much like providing advice on how to circumvent the law to me. I’m not nuts about paying taxes but I certainly see it as a moral duty and don’t look for every possible loophole, especially anything of borderline legality.

Boards that use many of his “defenses” will simply stir unwanted animosity among their shareowners. Better to try to work together. (For example, see Proxy Access: Be Sure Your Board Is Ready by Beverly Behan, BusinessWeek, 8/31/10 and/or 2011 Proxy Season: The First 100 Days—How to Get Ready for the Brave New World of Say on Pay and Proxy Access, BoardMember.com)

However, from “the other side,” it is good to know what loopholes may need plugged. Verret’s on my blogroll too, under Truth on the Market.