Getting a Grip on Governance
FTI Consulting
September 1, 2011
Recent regulatory action, though well intentioned, is contributing to governance gridlock and increased liability, insiders say.
Furthermore, our survey results indicate risks are escalating, particularly in the areas of operations, data security, and e-discovery.
... there’s still plenty to worry about in terms of previously identified risks and ongoing compliance requirements.
Congress and the SEC have certainly given directors and general counsel much to consider in terms of the legal and regulatory challenges facing companies today. For starters, the 2,300-page Dodd-Frank Wall Street Reform and Consumer Protection Act holds much to digest, with its whistleblower provision drawing themost attention of late. Then there’s the issue of proxy access and the pending lawsuit filed by two Washington, DC based business groups. Beyond the headline-grabbing topics, however, there’s still plenty to worry about in terms of previously identified risks and ongoing compliance requirements. To that end, Corporate Board Member and FTI Consulting surveyed 333 directors and 128 general counsel to find out which legal matters are top of mind.
Doubts about Dodd-Frank
We began by asking directors and general counsel their feelings about the Dodd-Frank Act’s whistleblower provision, which rewards employees who go directly to the SEC regarding alleged occurrences of fraud or company malfeasance. Perhaps not surprisingly, 94% of directors and an equal percentage of general counsel surveyed agree that this provision needs to be reevaluated.