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Peter Gleason: "We Look at Board Directorships as a Profession with Accountability and Expectations."

Peter Gleason: "We Look at Board Directorships as a Profession with Accountability and Expectations."

Episode 83 Published 3 years, 4 months ago
Description

0:00 -- Intro.

1:31 -- Start of interview.

1:57 -- Peter's "origin story"

2:40 -- His career prior to NACD, including at Institutional Shareholder Services (ISS).  Peter joined NACD in 2000.

4:52 -- On the origin and mission of the National Association of Corporate Directors (NACD). Founded in 1977 by John Nash. Today the organization has grown to 23,000+ members. 

7:02 -- About the NACD Directorship Certification (created three years ago). About 2,800 candidates have registered, and about ~1,100 have graduated with the certification.

10:38 -- On the evolution of corporate governance in the last 30 years from his vantage point. “Everything has changed [about boards] – it used to be more of an honorary position, we look it now as a profession with accountability and expectations.” The precedent of the ISS corporate governance quotient (CGQ).

14:36 -- About NACD’s Future of the American Board Report: A Framework for Governing into the Future. 

20:07 -- On NACD's Summit 2022 and lessons from 2022 from a corporate governance perspective. The impact of the pandemic and getting back to in-person events.

24:29 -- About NACD's 20 chapters throughout the US. Mostly in "NFL cities."

27:53 -- On ESG and the anti-ESG trend and the politicization of corporation governance.

30:30 -- On Institutional Investors passing-through voting power to beneficial owners, retail investors and the Universal Proxy Rule. A revolution in shareholder democracy?

41:01 -- On the increasing influence of private markets and its corporate governance implications. "From NACD's 23,000 members, about 8,000 are directors of private companies." There is a lot of informationsharing between public and private company directors.

43:49 -- On the challenges of founder-led private companies. The case of FTX.

47:20 -- On dual-class share structures (supermajority voting structures). "The NACD doesn't have an official position." The example of Meta and Mark Zuckerberg. On the role of the board in non-profits. "I always recommend to go get a few independent directors for boards, because they will tell you what they are thinking (unvarnished opinions) but you have to listen to their independent advice."

52:10 -- Focus on social issues (pressure on CEOs speaking out). The framework that CEOs and boards must use to communicate their positions.

55:39 - The books that have greatly influenced his life: 

  1. Good to Great, by Jim Collins (2001)
  2. To Kill a Mockingbird, by Harper Lee (1960)
  3. The Industries of the Future, by Alec Ross (2016)

57:17 - His mentors, and what he learned from them. 

  1. His parents.
  2. Listen Now