The core of
this transformation is board composition. Boards are
taking steps to become more independent, spurred by both investor
pressure and new legal frameworks like the Sarbanes-Oxley Act and
revised listing standards at major stock exchanges. At the same
time, sitting board directors face greater responsibilities, time
commitments
and personal liability, and many are limiting the number of boards
on which they serve. By one estimate, 15% of sitting directors
of U.S. public companies will relinquish their seats over the next
year – three
times the normal turnover rate.
To recruit new independent directors,
corporate boards will need to look beyond conventional sources. Yet simply finding greater numbers
of independent candidates is not enough. Boards want highly qualified
individuals with the experience and skills to make a contribution
to the company and an ability to make the board itself more effective.
Finding well-qualified independent directors with the right combination
of interpersonal skills, relevant expertise and leadership qualities
is a critical task that requires a specialized approach.