Global director network issues policy perspectives on cyber security and board renewal
Friday, 27 November 2015
Toronto, Canada, November 27, 2015 – The Global Network of Director Institutes (GNDI), the international network of director institutes, has issued new perspectives papers on two governance issues that have dominated the board agenda globally this year.
“In the last 12 months, discussions have focused on the changing role of the board to be more resilient against cyber threats and address expectations regarding performance, culture and board diversity through renewal,” said Stan Magidson, Chair of the Global Network of Director Institutes and President and CEO of the Institute of Corporate Directors, Canada. “These are global issues and members of GNDI have issued global recommendations for boards to consider.”
In the first paper, Guiding Principles for Cybersecurity Oversight, GNDI proposes three areas of focus: people, processes and technology. Likening cybersecurity to the “fourth estate”, the global network says that cybersecurity falls outside the traditional borders of oversight, accountability and control, and therefore requires a new approach.
The organisation is calling on boards to consider placing cybersecurity as a specific accountability of one of the officers reporting to the board, to inform themselves of specific operational, reporting and compliance aspects of cybersecurity, and lastly to consider adding a member with some knowledge of information technology (including digitalization and cybersecurity).
In the second perspectives paper, Renewing the Board, GNDI advocates for a performance management approach to board renewal to create long-term value and argues that the board should disclose these policies and processes to its shareholders and other stakeholders to allow for better engagement with these groups. The paper also argues that boards should cast a wide net when adding or replacing a director and should consider the need for diversity of thought, skills and experience on the board when considering appointments.
The paper further highlights that while term limits can act as a backstop against excessive tenure length, they should not be the only renewal mechanism used by boards as they can have the effect of substituting for difficult conversations with underperforming directors or can lead to the replacement of effective directors.
The policy perspectives on cyber security and board renewal are available for download at www.gndi.org.
GNDI is an international network of 16 director institutes and was established in December 2012 to foster closer cooperation between its members, who are each recognized as the primary institute for directors and governance in their respective country.
The following organisations are members of GNDI:
- Australian Institute of Company Directors (AICD)
- Brazilian Institute of Corporate Governance (IBGC)
- European Confederation of Directors Associations (ecoDa)
- GCC Board Directors Institute (BDI)
- Hong Kong Institute of Directors (HKIoD)
- Institute of Corporate Directors (ICD), Canada
- Institute of Directors in New Zealand (IoDNZ)
- Institute of Directors in Southern Africa (IoDSA)
- Institute of Directors (IoD) in the United Kingdom
- Malaysian Alliance of Corporate Directors (MACD)
- Mauritius Institute of Directors (MIoD)
- National Association of Corporate Directors (NACD), United States.
- Pakistan Institute of Corporate Governance (PICG)
- Singapore Institute of Directors (SID)
- Swiss Institute of Directors (SIoD)
- Thai Institute of Directors (TIoD)