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. Sat, 09 May 2026 11:30:59 +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 Director Tenure: A Solution in Search of a Problem – The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu 32 32 Director Tenure: A Solution in Search of a Problem https://corpgov.law.harvard.edu/2015/01/23/director-tenure-a-solution-in-search-of-a-problem/?utm_source=rss&utm_medium=rss&utm_campaign=director-tenure-a-solution-in-search-of-a-problem https://corpgov.law.harvard.edu/2015/01/23/director-tenure-a-solution-in-search-of-a-problem/#comments Fri, 23 Jan 2015 14:02:00 +0000 http://blogs.law.harvard.edu/corpgov/?p=67692?d=20150303154513EST Editor's Note: The following post comes to us from Scott C. Herlihy, partner in the Corporate Department at Latham & Watkins LLP, and is based on an article by Mr. Herlihy, Steven B. Stokdyk, and Joel H. Trotter that originally appeared in NACD's Directorship magazine.

Director tenure continues to gain attention in corporate governance as term limits become a cause célèbre. Proponents argue directors should no longer qualify as independent after 10 years of service, even though no law, rule or regulation prescribes a maximum term for directors.

We believe director term limits would be misguided and counterproductive. Institutional Shareholder Services (ISS) has increased its focus on the issue. ISS’ governance rating system, QuickScore, views tenure of more than nine years as an “excessive” length that potentially compromises director independence. ISS’ more moderate proxy voting guidelines, while opposing proposals for director term limits and mandatory retirement ages, indicates that ISS will “scrutinize” boards whose average tenure exceeds 15 years.

Click here to read the complete post...

]]> Posted by Yaron Nili, Co-editor, HLS Forum on Corporate Governance and Financial Regulation, on Friday, January 23, 2015
Editor's Note:

The following post comes to us from Scott C. Herlihy, partner in the Corporate Department at Latham & Watkins LLP, and is based on an article by Mr. Herlihy, Steven B. Stokdyk, and Joel H. Trotter that originally appeared in NACD’s Directorship magazine.

Director tenure continues to gain attention in corporate governance as term limits become a cause célèbre. Proponents argue directors should no longer qualify as independent after 10 years of service, even though no law, rule or regulation prescribes a maximum term for directors.

We believe director term limits would be misguided and counterproductive. Institutional Shareholder Services (ISS) has increased its focus on the issue. ISS’ governance rating system, QuickScore, views tenure of more than nine years as an “excessive” length that potentially compromises director independence. ISS’ more moderate proxy voting guidelines, while opposing proposals for director term limits and mandatory retirement ages, indicates that ISS will “scrutinize” boards whose average tenure exceeds 15 years.

(more…)

]]> https://corpgov.law.harvard.edu/2015/01/23/director-tenure-a-solution-in-search-of-a-problem/feed/ 2