BLACK SWANS AND WHITE ELEPHANTS -
A recent essay from the National Association of Corporate Directors (NACD) provides useful guidance on how boards may prepare themselves for risks associated with external...more
3/17/2020
/ Board of Directors ,
Chief Compliance Officers ,
Climate Change ,
Compliance ,
Conflicts of Interest ,
Coronavirus/COVID-19 ,
Corporate Governance ,
Corporate Officers ,
Cybersecurity ,
Federal Trade Commission (FTC) ,
Personal Liability ,
Professional Responsibility ,
Tax Exempt Entities ,
Warren Buffett
Executive Compensation Recoupment -
The most recent development in the prominent University of Louisville Foundation controversy is the release of an independent analysis suggesting that its senior executive leadership was...more
6/20/2018
/ Acquisitions ,
Antitrust Division ,
Attorney General ,
Attorney-Client Privilege ,
Audit Committee ,
Bad Faith ,
Best Practices ,
Board Meetings ,
Board of Directors ,
Charitable Donations ,
Competition ,
Conflicts of Interest ,
Corporate Governance ,
Department of Justice (DOJ) ,
Executive Compensation ,
Fiduciary Duty ,
Financial Statements ,
Health Care Providers ,
IRS ,
Mergers ,
Privacy Concerns ,
Reasonable Reliance Claims ,
Recoupment ,
Risk Assessment ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Strategic Planning
New Board Removal Action -
The removal of four Wells Fargo directors, in connection with other sanctions imposed on the bank by the Federal Reserve, has far reaching implications for the corporate governance of large,...more
Technology-Driven Disruption -
Recent news stories and governance publications serve to underscore the challenge to health systems posed by innovation-based business model disruption. Health care boards will be expected to...more
The following developments from the past month offer guidance on corporate law and governance law as they may be applied to nonprofit health care organizations:
HEALTH POLICY INITIATIVES -
Perhaps the most...more
EMPHASIS ON DIRECTOR EDUCATION -
The board development committee may wish to reconsider its director education program for 2017 following two recent and unrelated developments. The first is a greater articulation of...more
Conflicts of Interest -
As the daily headlines make clear, issues associated with governance conflicts of interest are very much “on the front burner” and the focus of media scrutiny. These types of issues typically...more
The following developments from the past month offer guidance on corporate law and governance law as they may be applied to nonprofit health care organizations:
BUSINESS ROUNDTABLE GOVERNANCE GUIDELINES -
In an...more
9/9/2016
/ Alternative Payment Models (APM) ,
Board of Directors ,
Business Roundtable ,
Caremark claim ,
Conflicts of Interest ,
Corporate Governance ,
Diversity ,
Fiduciary Duty ,
Governance Standards ,
Internal Revenue Code (IRC) ,
IRS ,
Severance Agreements ,
Shareholders
The Hershey Governance Settlement -
On Friday, July 29, the Pennsylvania Attorney General, the Hershey Trust Company and the Milton Hershey School, entered into a written settlement resolving an investigation conducted...more
8/5/2016
/ Antitrust Investigations ,
Attorney General ,
Board of Directors ,
Breach of Duty ,
CEOs ,
CFOs ,
Conflicts of Interest ,
Corporate Counsel ,
Corporate Governance ,
Corporate Officers ,
Cybersecurity ,
Department of Justice (DOJ) ,
Executive Compensation ,
Fiduciary Duty ,
Nonprofits ,
Settlement ,
Term Limits