Bare Bone Board Basics - for the Private Company

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Bare Bone Board Basics - for the Private Company Episode 5 Committees of a Board Work Between Board Meetings April 27, 2022 Panelists Jonathan Friedland Allan Grafman Lori Marcus Elaine Eisenman About the Episode - Divide Conquer

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01
Bare Bone Board Basics - for the Private Company
Episode #5 – Committees of a Board & Work Between Board Meetings
April 27, 2022

Panelists

Jonathan Friedland • Allan Grafman
Lori Marcus • Elaine Eisenman<br>
02
About the Episode - Divide & Conquer the Corporate Way Much of the work of a corporate board of directors happens not at board meetings but, rather, in between them - at committee meetings. Among other things, they perform much of the oversight and advising tasks that boards are responsible for.
 
As pointed out by Kevin D. Chen of the University of Pennsylvania and Andy Wu of Harvard Business School in their 2016 Working Paper, titled, The Structure of Board Committees, board committees provide three basic benefits: (a) through the process of decentralization, committees allow for knowledge specialization; (b) such specialization allows for a more efficient task allocation to directors; and (c) they tend to increase accountability of individual directors. Best corporate governance practices, therefore, usually include the critical work done by committees in between full board meetings.
 
Episode #5 of Bare Bone Board Basics, “Committees of a Board & Work Between Board Meetings,” sketches out the basic committees of a board; discusses best practices regarding how committees should be structured, operate, and interface with the Board as a whole; and suggests how committees should be comprised. 2<br>
03
Bare Bone Board Basics - for the Private Company Series Overview / Preview – Welcome to the (Boardroom) Jungle

Public v. Private & Fiduciary v. Advisory: Different Boards for Different Situations

Where the Board's Duties Stop & the C-Suite's Duties Begin: An Overview of a Board’s Functions & Fiduciary Duties

How to Conduct an Effective Board Meeting

Committees of a Board & Work Between Board Meetings

Recruiting & Renumerating Directors & What Directors Should Do Before Saying Yes

Special Issues Require Special Attention: Retaining Experts & Conducting Investigations

Soft Skills Workshop: Leadership, Communication & Trust

Enterprise Risk Management

Going into Executive Session

The Workings of the Audit Committee

The Workings of the Compensation Committee 3<br>