The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu The leading online blog in the fields of corporate governance and financial regulation. Sun, 12 Jul 2026 11:30:45 +0000 en-US hourly 1 https://wordpress.org/?v=6.5.8 https://corpgov.law.harvard.edu/wp-content/uploads/2024/02/cropped-photography-4-e1706898544564-1-32x32.png Spotlight on Boards – The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu 32 32 Spotlight on Boards https://corpgov.law.harvard.edu/2010/09/14/spotlight-on-boards/?utm_source=rss&utm_medium=rss&utm_campaign=spotlight-on-boards https://corpgov.law.harvard.edu/2010/09/14/spotlight-on-boards/#comments Tue, 14 Sep 2010 13:09:03 +0000 http://blogs.law.harvard.edu/corpgov/?p=12792?d=20150120100529EST Posted by Martin Lipton, Wachtell, Lipton, Rosen & Katz, on Tuesday, September 14, 2010
Editor's Note:

Martin Lipton is a founding partner of Wachtell, Lipton, Rosen & Katz, specializing in mergers and acquisitions and matters affecting corporate policy and strategy. This post is based on a Wachtell Lipton firm memorandum by Mr. Lipton.

Current focus on the performance of corporate boards prompts revisiting what is expected from the board of directors of a major public company – not just the legal rules, but also the aspirational “best practices” that have come to have almost as much influence on board and company behavior.

Boards are expected to:

  • Choose the CEO, monitor his or her performance and have a detailed succession plan in case the CEO becomes unavailable or fails to meet performance expectations.
  • Plan for and deal with crises, specially crises like HP where the tenure of the CEO is in question, BP where there has been a major disaster or J&J and Toyota where hard-earned reputation is threatened by product failure.

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