Tom Anderson is the Vice president, Chief Legal and Compliance Officer and Secretary for GuideWell Source and also serves as Chief Executive Officer and President of GuideWell Allegiance. Tom joined the company six years ago and is responsible for executive and strategic leadership for legal and regulatory affairs, corporate governance, compliance, internal audit and process validation. As an attorney and Certified Compliance Executive, Tom brings expertise working with corporate entities and boards for more than 23 years. The responses below reflect the views of Mr. Anderson, and not necessarily GuideWell Source.
What are your top priorities and biggest challenges?
Focusing primarily on the corporate secretary role, my top priority is supporting the chief executive officer and the board in facilitating effective meetings starting with formulating the agenda, organizing materials, coordinating the presentations, and then ultimately delivering it the materials to board members in a timely fashion. Common challenges include helping the CEO bridge information between meetings, balancing the types of topics and level of detail that the board members receive, and making sure members are able to fulfill their fiduciary obligations while focusing on the corporation’s strategic priorities. Fortunately, the board portal technology provided by Nasdaq Boardvantage and its predecessor have been beneficial not only for running more effective meetings, but also for making the process for preparing and delivering board materials much easier.
How have you seen the role and expectations of the board evolve in the past few years?
The role of the board has been changing. It’s expanded beyond the basics of CEO selection, evaluation, and financial integrity to include other areas such as accountability for risk governance, compliance programs, and cybersecurity. For example, many boards now receive information security briefings on a quarterly basis, whereas five years ago they may have only received such a briefing every couple of years. Those types of expectations and accountabilities have changed and must be balanced with the traditional role of oversight, strategy, and development of long-term value for the shareholders and other stakeholders.
What are some competencies and capabilities required for an effective board?
Diversity of thought and experience is critical. An effective board certainly needs subject matter experts on areas such as risk, governance, compliance, and information security, but it still needs well-rounded individuals with industry knowledge to help guide the strategy and the long-term view of the enterprise. Balancing and finding those talents is essential for a board to be effective.
What kind of engagement do companies expect from boards?
The activities of a director are no longer solely centered on a quarterly board or committee meeting; those roles and the timing of the input have changed fairly materially. Companies expect board members to be available more routinely to engage on issues in real-time and provide thoughtful feedback that leverages their unique experiences and perspectives because there are many issues which simply can't wait until the next scheduled board meeting occurs.
What are some of the recent corporate governance trends and how are they shaping the governance landscape?
Board development and the selection of board members are more deliberate and more thoughtful. There's a much greater focus today on achieving diversity for the board across many dimensions. Boards are concentrated on evolving subject matters like cybersecurity and how the culture of an organization relates to its long-term value creation and its ability to compete in a particular space. I believe these factors will continue to grow in importance over the next several years.
What advice do you offer for someone thinking of running for a board position?
Educate yourself about the company, the role and go for it! Being on a board gives individuals the opportunity to provide value to a wide range of stakeholders, whether a company is large, small, public, or private. As a corporate secretary, I've observed the opportunities board members have to develop relationships and make connections with other directors. A board that is functioning at a high level provides a great opportunity for an individual to learn from other experienced professionals and can be very rewarding both personally and professionally.
Nasdaq Boardvantage is the next generation board portal and leadership team collaboration software now a part of Nasdaq Corporate Solutions' governance suite. Built on the latest technology and designed with enhanced security features, this market leading board portal can easily scale to meet the dynamic meeting, collaboration and governance needs of corporate and company secretaries, general counsel, board members, and senior management leadership teams and committees. Request a Demo.
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