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The Modern Board: To navigate new challenges, corporate boards need a new mindset

August 24, 2021, 9:30 AM UTC
A nationwide reckoning with racial and social justice is just one of the forces reshaping the responsibilities of boards of directors. “While much remains unclear about what the world will look like after the ‘long 2020’ finally ends, it is undeniable there will be no going back to the status quo,” writes Brian Stafford.
Tayfun Coskun—Anadolu Agency via Getty Images

Over the past 18 months, seismic changes have come to the business and nonprofit worlds. These changes were long in the making, but have been accelerated by the pandemic, a summer of racial and social reckoning, escalating cyberattacks, and accelerating climate change impacts. And they have profound implications for how boards of directors operate and interact with their organizations. 

Based on my interactions with C-suite leaders and board members, while much remains unclear about what the world will look like after the “long 2020” finally ends, it is undeniable there will be no going back to the status quo. Leaders must now mitigate and manage a broader set of risks while no longer being judged merely by their bottom-line performance or on the quality and price of their products. They must also meet a higher standard of conduct, in their environmental and social impact; their corporate governance; and in their diversity, equity, and inclusion efforts. 

Stakeholder capitalism is no longer merely a topic of declarations from the Business Roundtable or of business school lectures. In part fueled by the rise of environmental, social, and corporate governance (ESG) investing, it is a fast-evolving new reality. Companies are hiring chief diversity officers, investing billions in underserved communities, and, in the absence of government action, setting their own timetables to decarbonize their supply chains. Lip service is no longer enough. Increasingly, businesses need to measure their impact on society—and do so in real time.

Fundamental changes to a board’s role

Those changes and more are ushering in a new era of board membership. They’re changing what it takes to be an effective member of the board of a public or private company—and, to a lesser extent, a nonprofit organization—in at least three fundamental ways:

First, board membership is no longer about managing binary risk, in which directors and the company’s C-suite executives are charged with avoiding make-or-break, enterprise risk that could bring down a company overnight. Today, with the proliferation of stakeholders, directors must comply with emerging new standards and navigate a spectrum of risk, with some still posing immediate enterprise-level threats while others play out on a longer fuse but nevertheless cannot be disregarded. 

This broader aperture for business leaders also means those seated in boardrooms need broader expertise and experience. It is one of the reasons greater diversity and inclusion in boardrooms, which Diligent has championed through our Modern Leadership initiative, is not just a values-driven proposition, but also a move that drives value for companies that embrace it at the top and throughout their ranks.

Second, to manage the new spectrum of risk, directors and C-suites must now oversee companies across a broader range of metrics—financial metrics, of course, but also a plethora of data related to ESG, DE&I, and other areas of impact. Meaningfully defining benchmarks in these impact areas so they are more than press statements and amped-up corporate social responsibility efforts is one of the quintessential challenges facing modern boards—and regulators—today. 

Third, with the proliferation of relevant metrics and stakeholders comes the need for boards and C-suites to set objectives, measure implementation, and report compliance across a broader swath of the enterprise than ever before. Although being part of a modern board does not mean being operationally engaged in the business, it does mean having visibility deeper into more aspects of the business than ever before.  

Such standard-setting, visibility, and compliance are particularly important today when it comes to private companies, where private equity continues to play a bigger and bigger role. An increasing number of limited partners in PE funds are demanding that their investment targets set and meet real ESG and DE&I goals. This creates an unparalleled opportunity for private equity to drive real impact and make stakeholder capitalism a reality over a far shorter time horizon than can public companies. 

Helping boards of directors and executive teams navigate these new realities to create positive impact is our mission at Diligent Corporation. We work to empower modern boards and C-suites by providing the technology they need to make stakeholder capitalism possible, by taking an integrated approach to governance, risk, and compliance (GRC) and ESG. Modern GRC technology provides both C-suites and boardrooms with the vital transparency needed to drive tangible results. 

Our mission is also why I am so proud of our partnership with Fortune to launch the Modern Board, a forum for discussion and knowledge-sharing for corporate leaders—from boardrooms and C-suites across the world—who are central players in the Fortune and Diligent ecosystems. 

The era of stakeholder capitalism and ESG will have consequences that reach much farther than we can anticipate today. It is my hope that the Modern Board will be a space in which we can share and learn, in real time, best practices for directors and C-suite executives alike to succeed and thrive while delivering real impact for their companies as well as for the communities they live, work, and do business in. 

Brian Stafford is CEO of Diligent Corporation.

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