Diligent created the modern governance movement. As the leading governance, risk and compliance (GRC) SaaS company, we serve 1 million users from over 25,000 customers around the globe. Our innovative platform gives leaders a connected view of governance, risk, compliance and ESG across their organization. Our world-changing idea is to empower leaders with the technology, insights and connections they need to drive greater impact and accountability – to lead with purpose. Our employees are passionate, smart, and creative people who not only want to help build the software company of the future, but who want to make the world a more sustainable, equitable and better place. 

Headquartered in New York, Diligent also has offices in Washington D.C., London, Galway, Budapest, Vancouver, Bengaluru, Munich, Singapore and Sydney.  Learn more at diligent.com.

In today’s volatile market, agility matters. The companies who, with speed and efficiency, can identify cost savings through entity rationalization. Having an accurate, real-time corporate record of entity data accessible, will enable your organisation to act faster than ever before.

For the teams, who are tasked to consolidate and validate global entity data, creating a single corporate record is still primarily a slow, manual reconciliation process. Meanwhile, they are increasingly burdened with repetitive internal reporting requests as Tax, Treasury and Finance look for strategic opportunities across the corporate structure.

By implementing an entity management technology solution that allows real-time collaboration, teams can transform entity management from an expensive compliance chore into an efficient, cross-functional reporting tool for strategic decision making.

We invite you to join this free webinar, to learn how Ana Blanch, Legal Director, approaches entity management at Lapithus Management S.a.r.l. in today’s current landscape.

Unlocking Agility: Transform Entity Management into a Strategic Advantage

In the past two years, businesses have dealt with a series of shocks. The pandemic hit at an est. cost of £134bn to UK businesses. Suddenly, many important questions had to be answered; Was there enough cashflow to keep operations going and mitigate financial solvency? How best to digitise business processes and the workforce to operate remotely? How to retain the great exodus of employees and ensure their mental and physical wellbeing? Governance evolved and businesses survived. But still, businesses are facing a whole range of geopolitical and macroeconomics shocks felt from sources such as the pandemic and the Russia-Ukraine war. Global supply chain faces continuous challenges, simultaneously inflation is at over 10.7%, the highest in 40 years. BoE increased interest rates by a hefty 3% in 2022 with stern warnings of an impending recession, inevitable to further fuel the current cost of living crisis.All of this while the climate crisis rages forward. Businesses evolved and modern governance is a new imperative. C-suite needs to have a detailed view of the microenvironment of their business if it’s to remain agile and robust. Join our expert panel and your peers for this webinar as we discuss:
The impact of technology on board oversight of regulation, risk, and compliance.
How digitalisation has eased the governance and administrative burden of board committees.
The elevation of non-financial; the effect of technology on board oversight of corporate culture, sustainability, investor relations and reputation management.

Good Governance Driven by Data: The Answer to Surviving Business Shocks?

Boards face one of the most challenging environments of recent times as they navigate a depressed economic landscape, financial uncertainty, talent shortages and geopolitical conflict. Managing risk and building resilience has taken on new urgency for leaders this year as they act to avert crises. 

As the notion of resilience is increasingly embedded within the corporate agenda, the effective application of technology by board members and the governance professionals who support them has become crucial for company stability, risk management and building resilience. 

A key element is information flow and how boards equip themselves with the right intel to respond to risk and pivot to opportunity. How do board members ensure they obtain the information they need? How should the company secretary and governance professionals optimise information flows to the board? How can they surface the information and crucial insights the board needs to make good decisions?   

Watch this webinar to gain insights about how boards can build resilience, the critical role of governance professionals and how technology is applied in gearing information for the individual roles and requirements of each board member. 

Panel speakers will discuss:
What we mean by resilience and what it means in practice.
Perspectives on the risk environment, new and emerging risks. How does information and intelligence play a part?
What intel boards need to build resilience. 
How technology is being applied by boards and governance professionals to improve company resilience.
The role of the company secretary in optimizing board intel and enabling corporate resilience. 
How boards are identifying opportunities for growth – even in times of crisis.

How Boards Build Resilience & The Critical Role of Information Access

Cybersecurity risks are increasing, and with that comes more pressure on your organization’s IT compliance program. A recent study run by Diligent Institute showed that 90% of organizations are increasing their cybersecurity programs. Customers, regulators, and the public want to see an enhanced commitment to information security. But adding security certifications places additional burden on programs not designed for scale. How are you keeping up with the demand?

In this webinar, we’ll speak with security governance and compliance expert James Bowman as he describes top tips for building a robust IT compliance program. You’ll learn how to ensure your organization maintains security certifications and reduces the risk of costly data breaches while designing a program that scales. Examples will include SOC2, ISO27001, FedRAMP and NIST 800-53 from James’ extensive experience.

Attendees will learn:

The importance of centralizing regulations and compliance requirements for efficiency
How using automated tests to access and analyze data is foundational to a data-driven compliance management approach
What kind of reporting the board and leadership want to see from your IT compliance program

Top Tips for Building a Robust IT Compliance Program

As the volume and sophistication of cyber-attacks continue to grow, the role of governance in cyber resilience is coming under increasing scrutiny from shareholders and regulators. Aligning between people, processes and technology is fundamental to protecting sensitive information and providing effective oversight.

5 Governance Cybersecurity Risks to Eliminate in 2023

As new ESG disclosure mandates roll out and shareholder activism becomes an increasingly pressing concern for companies, your business needs the right tools to manage ESG expectations. Ensuring executive compensation and other considerations are aligned with your ESG goals can help ensure your organization and shareholders are all on the same page.  

  

In this webinar, Diligent ESG & Data Intelligence General Manager Amanda Carty talks with Glass Lewis ESG Senior Director Courteney Keatinge about evolving ESG expectations. The discussion examines how the right data and insights can help corporate governance professionals anticipate and engage with shareholder ESG expectations.   

  

Watch now to get key tips for addressing the rising requirements of the ESG landscape.

Anticipating Shareholder ESG Expectations

In the past five years, boardrooms have seen significant internal changes while navigating the shifting role of corporations in society. Companies operate within the increasingly complex business environment of the post-pandemic era, where abrupt changes and unforeseen crises are a continuing risk.
How can boards and executives create the right framework for staying aligned with values, negotiating with growing ESG pressures and risks, and being responsive to more diverse voices both inside and outside the boardroom? Join Lisa Edwards, Diligent President and COO, and Fortune Media CEO Alan Murray to discuss how corporations' role in the world has shifted—and how leaders can balance the risks and opportunities of this new paradigm.

Become a Modern Board
Connect governance, risk, compliance and ESG with the help of Diligent
BOOK A MEETING <https://www.diligent.com/talk-to-an-expert/?uRLBrand=Boards>

The Big Shift: How Boardrooms Are Evolving—and How Leaders Should Respond

The governance landscape is changing rapidly, resulting in a flurry of activism in recently wrapped annual shareholder meetings across North America and Europe on matters ranging executive compensation, DEI&I, ESG, and more. Join Glass Lewis and Diligent in a discussion of the top trends from the 2022 proxy season, and what governance professionals and boards can do to translate these insights into action that improves their standing with investors and keeps them a step ahead.

How to Navigate the Rapidly Evolving ESG Landscape: Proxy Season and Next Steps

From 2019 to 2020, cyber intrusions increased by 400%, prompting increased scrutiny of how corporate boards oversee cybersecurity issues. People, processes and technology are critical to effectively navigating an era of heightened cyber risk, especially at the board level. To effectively protect their organizations, governance teams need a closed loop communication system to protect sensitive communications to prevent and respond to attacks. During this webinar you'll learn more about how Diligent has evolved Diligent Boards, as well as what new complimentary capabilities have been developed to help companies prevent unforced errors and stay prepared for the unexpected. Join this session to learn more about what’s new with Diligent including: 

DocuSign integration with Diligent Boards, access to cyber reputation reporting, enhanced secure collection of board meeting materials, integrated messaging with Diligent Boards for administrators and throughout virtual data rooms, cyber risk reporting for directors, and more!

What's New with Diligent: Spotlight on Cybersecurity

Tracking down director and officer information can be a challenge. For over a decade, Wendy David, your host and Diligent Lead Solutions Engineer, has helped legal teams build reusable templates to securely capture sensitive information from board and leadership team members on any device.

As part of our discussion, Danielle Bagatta, Legal Director & Assistant Corporate Secretary from Avaya, will discuss the challenges they faced with their questionnaire process, their drivers for a digital solution, and the impact digitization had on her team.

You'll leave the discussion with a template of best practices that can be used year-over-year so you and your team can re-focus your time and energy on more strategic initiatives.

Is there an easier way to do Director & Officer Questionnaires?

It’s hard for cyber and technology teams to know where to begin when identifying risk. Qualitative approaches inevitably end up forcing organisations to log generic tech-related problems, vulnerabilities or control deficiencies into an ever-expanding register –– it never shrinks! Ash Hunt, an industry expert provides guidance for security leaders on how to build and scale an effective technology risk management framework.

How to Build an Effective Technology Risk Framework

In this webinar, we will discuss what we learned from FCPA enforcement actions in 2022, and touch on what to expect in 2023 and beyond. While the total number of FCPA enforcement actions brought by the U.S. Department and Justice (“DOJ”) and Securities and Exchange Commission (“SEC”) paled in comparison with more recent, pre-pandemic years, organizations should resist the temptation to be lulled into a false sense of security.

FCPA Enforcement Trends

On August 25, 2022, the Securities and Exchange Commission (SEC) adopted final rules implementing the pay versus performance disclosure requirement called for by the Dodd-Frank Act. While public companies have been disclosing — and shareholders have been voting on — executive compensation for years, the new rule will standardize and expand how issuers disclose pay-for-performance.

Join our panel of experts from Willis Towers Watson, PwC, and Diligent as they discuss the proposed rule, what it means for public companies, and the action they can take to prepare for their next shareholder meeting.

Game Plan for Proxy Season - How do you justify executive compensation?

ESG is taking center stage at many upcoming AGMs. Consider a Diligent Institute study found ESG-related activism on the rise, with 13% of activist campaigns successful in 2021. And new mandates from the SEC and EU will require many large organizations to issue independently audited climate disclosures.

Listen to this webinar, “How do we nail down our company’s story on ESG?” to start preparing for potential ESG challenges during your upcoming proxy season.

The panel of ESG experts will discuss:
-What stakeholders are looking for in a company’s ESG disclosures
-Steps to creating meaningful ESG goals that meet stakeholder expectations
-Best practices for measuring and communicating progress about ESG goals

Game Plan for Proxy Season - How do we nail down our company’s story on ESG?

This past September 1 marked a sea change for proxy campaigns in the last decade with the introduction of the mandatory universal proxy card.

A panel of experts will dive into the impact the universal proxy card will have on the upcoming AGMs and how you can prepare.

We’ll discuss:
-The impact of the new proxy card on issuers and activists
-Changes and enhancements you’ll need to make to management campaign materials
-How to look at the composition of your board to determine likely activist targets

Universal Proxy Card—What it means for issuers and activists

In November 2022, The Diligent Institute in collaboration with PwC Belgium launched the Corporate Governance and Executive Pay report which focuses on current trends in executive compensation and board composition of listed companies in Belgium and Luxembourg. The comprehensive report examined overall 2022 AGM results, focusing on executive remuneration across pay for performance (P4P), KPIs, and the linkage of ESG to executive pay. In addition, key trends and developments in board diversity and succession planning were documented and discussed.

In this webinar, executives from PwC and Diligent Institute will discuss:

Key trends and takeaways from the report across executive compensation and board composition, including upcoming regulations
How the insights compare on a global level
The challenge of linking ESG to executive pay, and steps to overcome them
How technology can support & inform your executive compensation & board composition strategies

A Review of the Corporate Governance and Executive Pay Landscape

Join Diligent’s own Greg Vargas (Vice President, Talent and DEII) and Shane Howard (Sales Director, Diligent Compliance and Ethics Training) as they provide you with an overview of the importance of Diversity, Equity and Inclusion, how it impacts the compliance department and how you can incorporate it into your training program. 

During this 30-minute webinar, you’ll hear best practices for building a robust DEI program and get a preview of some of Diligent Compliance and Ethics Training (formerly Compliance Wave)’s newest batch of DEI training material.

Diversity, Equity and Inclusion: A Vital Addition To Your Compliance Program

When it comes to sanctions regulations, urgency and vigilance are paramount. Discover what’s happening in the sanctions world and why it’s more important than ever to keep on top of it.

Navigating Sanctions and the Rapidly Evolving Regulatory Landscape

When economic conditions change drastically in a mid-year cycle, it creates obvious challenges for management and boards who must reevaluate planning and projections. Executive compensation and bonus plan is one board process that is often affected.

In this episode, Jim Kzirian, offers advice to compensation committees in light of recent economic conditions.

•  What kind of discussions should compensation committees have about potentially tweaking executive pay and bonus plans given current economic conditions?
•  Are there acceptable methods for awarding great performance in a down cycle where stock price has underperformed?

Economic Outlook: What Should Be on the Compensation Committee Agenda?

As new regulations unfold and the risk landscape evolves, Governance, Risk & Compliance (GRC) issues are demanding more time from boards and management teams. What does effective GRC oversight look like from the board level? 

In this episode, Michael Montelongo, Board Member with Conduent Inc. & Civeo Corp. and CEO of GRC Advisory Services, offers guidance to boards: 

•  Is the board properly organized to oversee the company’s array of risks?
•  Does management accurately identify and rank its risks (in terms of seriousness and priority)?

How Can Boards Oversee Challenging GRC Issues?

Not too long ago, we saw marked differences between the composition of large-cap, mid-cap and small-cap corporate boards. The most recent Spencer Stuart S&P MidCap 400 Board Report shows that may be changing. 

In this episode, Ann Yerger shares highlights from their S&P MidCap 400 survey and compares them to the S&P 500 survey results. 

•  What were key takeaways from Spencer Stuart’s S&P MidCap 400 survey? 
•  How do mid-cap boards compare to their large-cap counterparts?

Governance & Board Composition Highlights: S&P MidCap 400

Just as every employee and business line undergoes a performance evaluation, so too should each member of the board. And many boards still have room for improvement when it comes to their board evaluation process.  

In this episode, Jon Foster shares his tips for successful board evaluations learned from serving on 30+ boards throughout his career.  

•  What are Foster's top three pieces of advice for improving board evaluations? 
•  How does Foster reconcile the low rates of refreshment?

The Undebatable Value of Board Evaluations

Before the pandemic, chief legal officers and corporate secretaries were already navigating challenging waters. Institutional investors were increasingly pushing their weight around by withholding votes on directors. In the last three years, this challenge has acquired several layers: a global pandemic, remote workforce, concentrated ESG push, and demand for more action against social injustice.  

In this episode, David Yawman discusses how worldwide health and social issues have impacted relationships between the GC, corporate secretary and the board.

•  How has the pandemic, strong ESG pressures and recent social justice issues impacted the GC and corporate secretary’s relationship with the board?  
•  Should the board play a role in hiring the company’s chief legal officer?

The Evolving Relationship Between General Counsel and the Board

Even with ESG top of mind for many investors, not all Wall Street constituencies seem to have embraced the stakeholder-centric business model. At times, corporations still must navigate discrepancies between investors’ ESG targets and Wall Street’s expectations. 

In this episode, David Larcker examines ESG’s “seven myths” and Wall Street’s commitment to the stakeholder capitalism paradigm. 

•  What are the seven myths of ESG?
•  Why does a portion of Wall Street (including analysts) appear stuck on the shareholder-centric model?

A Constructive Look into the 7 Myths of ESG

For 19 years, Corporate Board Member has surveyed director opinions for their annual report titled “What Directors Think.” This year, the Diligent Institute has again partnered on this survey to examine this simple question from many angles: What’s keeping directors up at night? 

In this episode, Melanie Nolen and Dottie Schindlinger share highlights from the 2021 What Directors Think report: 

• What are key takeaways from the 2021 research? 
• What does board oversight of culture look like heading into 2022? 
• Are companies integrating ESG into executive compensation plans?

2021 Highlights: “What Directors Think” Survey

With the impact of the pandemic subsiding, companies are revisiting board and executive pay packages — many of which were altered throughout Covid-19. What trends have compensation experts observed when it comes to director pay?

In this episode, Chris Havey, Partner with Meridian Compensation Partners, looks at both the current state of board pay and the months ahead.

•  What trends is Havey observing in director pay?
•  How does Havey advise companies to determine fair compensation for board performance and oversight?

Trends in Director Compensation

Every year Spencer Stuart conducts a survey of Nominating & Governance (Nom/Gov) Chairs at large- and mid-cap companies to understand their agendas and priorities for the year ahead. What board recruitment trends have emerged from 2022?

In this episode, Kathleen Tamayo reviews the findings from their 2022 survey and draws implications for boards on the topic of talent and recruitment.

•  What is the top priority for Nom/Gov Chairs in the coming year?
•  What skills have Nom/Gov Chairs prioritized in their recruitment efforts?

Top Priorities for Nominating & Governance Chairs

In its simplest form, modern governance is defined as the practice of empowering leaders with the technology, insights and processes required to fuel good governance. It’s now more important than ever to translate this model into an actionable framework for quick, strategic decision-making.

In this episode, Lisa Edwards looks at ways organizations can use modern governance to keep up with the pace of business today. 

•  What is “modern governance” and why is it important to corporate directors?
•  Are there examples of boards using technology to improve their effectiveness in oversight and/or to support strategic decisions?

Embracing the Modern Governance Paradigm

The U.S. Securities & Exchange Commission (SEC) is committed to maintaining fair and stable capital markets. The regulatory policies they enforce impact every company – which is why an inside scoop can be valuable.  

In this episode, Troy Paredes, former SEC Commissioner and guest regulatory host of Inside America’s Boardrooms, sits down with current SEC Commissioner Caroline Crenshaw to discuss the SEC rulemaking process and how a commissioner goes about determining the regulations needed.  

•  What are the current priorities at the SEC? 
•  How can the SEC create a predictable regulatory environment so public companies can better plan for the future? 
•  What can boards do to help SEC Commissioners be more effective in performing their duties?

Regulatory Overview: Insights from an SEC Commissioner

Audit committee charters often include risk oversight duties. Yet, today’s risk landscape has grown increasingly complex with the threat of cyber risk and emerging ESG risks. How can audit committees stay ahead of the curve? 

In this episode, Tim Copnell overviews the current landscape with respect to audit committee charters: 

•  What “new” risks are finding their way onto audit committee agendas? 
•  How are cybersecurity and ESG risks being handled across boardrooms?
•  How can audit committees stay ahead of the curve?

Risk Management Oversight: Can Audit Committees Stay Ahead of the Curve?

For the last decade, companies have been required to disclose executive pay and performance information compared to a peer group. Regular debates continue as to whether “Absolute” TSR (Total Shareholder Return) or “Relative” TSR is the truer representation of performance for executive compensation calculations.

In this episode, Tom McNeill looks at the definitions and pros & cons of both executive compensation measures.

•  What are the pros and cons of Absolute TSR vs. Relative TSR?
•  How should compensation committees resolve the Absolute vs. Relative TSR debate?

Executive Compensation: Demystifying Total Shareholder Return (TSR)

Since the introduction of ESG to corporate America, many boards have struggled to define their role in ESG integration, whether integrating ESG into corporate strategy or the fabric of the organization.

In this episode, Tracey-Lee Brown shares insights from a recent guide developed to help corporate directors understand their role in overseeing ESG implementation.

•  What is the corporate director’s role in overseeing ESG integration?
•  What questions should boards be asking with respect to ESG and corporate strategy?

A Guide to Help Boards Oversee ESG Integration

While many companies still struggle to get their arms around ESG, others have taken big steps towards integrating ESG into their corporate strategy. This two-part series specifically explores the board's role in aligning and integrating the two.

In Part 1, guest host Rebecca Corbin speaks with Vicente Reynal about building momentum in the early stages of an ESG program.

•  What are the keys to aligning ESG with corporate strategy?
•  What is the board's role in overseeing and supporting ESG?

Integrating ESG into Corporate Strategy - Part 1

Throughout the last two years, cyber risk has received less attention as most boards focused on a medley of other pandemic and social challenges. However, in the 2022 What Directors Think report, board members ranked cybersecurity as the number one “most challenging issue to oversee.” 

In this episode, Matt Gorham reviews the current cyber threat landscape and offers some cyber risk management guidance for boards:  

• In the current landscape, what kinds of cyber incidents are most common, or most damaging, to company operations and the bottom line?
• What advice does Gorham offer boards in their cyber risk oversight role?

A Snapshot of the Cyber Threat Landscape

Risk management oversight is a core responsibility for corporate boards. This duty has grown more challenging every year with the introduction of cyber risk and now ESG and related social issues.  

In this episode, Caron Sugars outlines best practices for structuring risk oversight at the board level. 

• How do most Australian boards structure their risk management oversight duties, particularly in regards to board committees?  
• Where are board issues like cyber or climate risk typically housed? 
• What advice does Sugars offer around crisis planning?

Risk Management: How to Structure Board Oversight

One of the board’s most important functions is to oversee and approve management’s future direction of the corporation. The board’s role in the strategic planning process will vary depending on how a CEO chooses to incorporate them in the process.  

In this episode, Alisa Norris overviews the role of a Strategic Planning Committee. 

• What’s the role of the board in strategic planning? 
• What is the charge of the Strategic Planning Committee?

The Board’s Role in Strategic Planning

Diligent has launched a new Climate Leadership Certificate Program, which empowers board members and executives to better oversee climate risk and strategy. As pressures from regulators, investors and shareholders increase, corporate leaders are seeking education on ESG issues with climate change at center stage.   

In this episode, Dottie Schindlinger shares more about the Climate Leadership Certificate Program, which was developed in partnership with industry leaders like Glass Lewis.  

• What is the curriculum and format of the program? 
• What topics/courses will be covered along the way?

How Corporate Boards Can Oversee Climate Risk & Strategy

Inside America's Boardrooms

Board composition is garnering more attention lately as investors continue to focus on ESG — and as the SEC prepares to launch new rules around cyber security and climate (with human capital management to follow). Recent research conducted by The Conference Board, together with a host of partners, looked at board composition from various angles examining diversity, experience and effectiveness.

In this episode, Paul Washington reviews the report findings:

•  Which board skill sets are in decline?
•  How has the role of board specialists evolved (e.g., cybersecurity, finance, human resources)?
•  How does Washington differentiate and prioritize hard skills vs. soft skills?

Board Composition: Trends in Director Skill Sets

Board Composition

Increasing expectations for good governance, effective risk management and complex demands for corporate compliance are presenting a growing challenge for organizations of all sizes. Join industry thought leaders as they provide you with practical advice on how to implement successful risk and compliance management strategies across your organization. Browse risk management resources in the form of interactive webinars and videos and ask questions of expert GRC professionals.

IT Governance, Risk and Compliance

As an IT professional, many of the problems you face are multifaceted, complex and don’t lend themselves to simple solutions. The information technology community features useful and free information technology resources. Join to browse thousands of videos and webinars on ITIL best practices, IT security strategy and more presented by leading CTOs, CIOs and other technology experts.

Board Composition: Trends in Director Skill Sets

Presented by

About this talk

Diligent Global