Masters-Rudnick & Associates, LLC

The Good Corporate Governance Specialists

Board Transformational Situations

Today, more than ever, companies are likely to experience significant upheavals that can profoundly affect the roles, relationships, and dynamics of the board of directors. Sometimes the company itself seeks the transformational event: a merger, a major acquisition, globalization of operations, planned CEO succession. Often the event comes as an unwelcome surprise: a hostile takeover, corporate scandal, proxy fights, company negligence, or unplanned CEO succession.

In each of these situations, the chief governing entities of the company the CEO and the board may find their roles altered, or the board may feel that they should be altered:

  • In the event of corporate scandal or company negligence, the board may assume an intensified oversight and monitoring role.
  • With the advent of a new CEO, whether planned or unplanned, the sharing of authority and the relative roles of the board and management may have to be re-established and a new working relationship forged.
  • Private companies preparing to go public may need to replace much or all of their board.
  • Mergers and acquisitions can mean new board members and unanticipated changes in board dynamics.
  • When a troubled company emerges successfully from its problems, the board may find that the factor that unified them was the crisis and their response to it. In the newly stabilized environment, directors may have to readjust their roles as the company moves forward.

Masters-Rudnick & Associates offers advisory services designed to help boards and CEOs address key corporate governance and board issues before, during, and after such transformational events. We can:

  • Help formulate policies and procedures designed to smooth board transformations and prevent corporate crisis
  • Facilitate board transformation from the old state to the new
  • Improve board dynamics following transformation

Acting as trusted advisors to CEOs and boards, we help ensure that board transformation results in an appropriate, high performing governance body, and in the case of unwelcome surprises that the governance structure emerges stronger than ever.