Eye On The Ball

Previously published in the October 2011 issue of Lexpert Magazine.

As boards come under the increasingly intense scrutiny of regulators and activist shareholders, new demands on their time are distracting them from what really matters

Staying focused on what matters isn't as easy as it used to be. These days, directors have to be careful not to allow the priorities and pet interests of governance enthusiasts dominate their agenda, to the detriment of what the directors should really be doing.

In a series of initiatives, for instance, regulators have decided that, since boards will not do their jobs, regulators should detail aspects of corporate governance for them. One example is the extensive corporate governance and disclosure regime under Canadian Securities Administrators National Policy 58- 101 that requires compliance with the CSA's view of best practices — and imposes significant work on directors.