(0:00) Intro

(1:38) About the podcast sponsor: The American College of Governance Counsel

(2:25) Start of interview. *Reference to prior episode with Dave (E25 from Dec 2020)

(3:30) Equilar's current focus. New: Equilar Research Intelligence Copilot ERIC

(7:49) The current status of boardroom diversity. Latest (Q3 2024) Equilar Gender Diversity Index

(10:05) On boardroom refreshment

(11:25) On digital/technology/AI directors

(13:15) Executive (and Director) Compensation trends.

(17:36) On the current ESG/DEI backlash ("at the end of the day you have to do what's best for the business")

(20:13) On the boom and bust of SPACs ("incentives were misaligned")

(23:05) On the governance of private equity and VC backed companies. Reference to VCBA in SF 5/14 and NYC on 10/28

(28:15) AI's impact on governance and new corporate structures (PBCs)

(32:36) On the growing influence—and disruption—of Silicon Valley in Washington, D.C. ("this feels like Uber")

(37:27) The evolving dynamics of California’s business landscape ("if it wasn't for the AI boom, I think we'd be in a pretty hurting spot")

(41:21) On the current backlash against Delaware and Elon Musk's pay package at Tesla *Reference to Delaware's SB21

(44:43) Looking Forward: the importance of AI in the boardroom ("the genie is out of the bottle")

David Chun is the Founder & CEO of Equilar, a leading provider of executive intelligence solutions for board and executive recruitment, compensation, and governance strategies.

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/

Substack: https://evanepstein.substack.com/

__

To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

__

Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro.

(1:33) About the podcast sponsor: The American College of Governance Counsel

(2:20) Start of interview. *Reference to prior episode with Rick (E14 from Aug 2020)

(3:32) Update on Public Benefit Corporations (PBCs) from prior episode (2020)

(6:00) Surge of VC investments in PBCs driven by AI startups. *Reference to E159 with David Berger on Anthropic's structure

(9:48) The OpenAI Controversy (conversion from non-profit to PBC)

(13:25) On Dual-Class Share Structures in tech companies

(17:10) On Danone and BP as examples of shareholder activism from hedge funds.

(18:57) On "Stay private vs Go Public" debate. *Reference to E157 with Tom Callahan, CEO of Nasdaq Private Market

(27:17) On the current ESG/DEI backlash ("I think it's an anti-shareholder backlash")

(30:52) On the current backlash against Delaware as the favored corporate home

(35:26) The McRitchie v. Zuckerberg Case (firm-specific vs diversified equity investors' fiduciary duties)

(46:54) On the concentration of power by institutional investors *Reference to E118 with John Coates, from Harvard Law School. Reference to Freshfield's report A Legal Framework for Impact (2021)

(52:03) Looking Forward: US boards under the EU Directive on Corporate Sustainability Due Diligence.

Rick Alexander is the CEO of Shareholder Commons. He is also a leading expert in public benefit corporations.

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/

Substack: https://evanepstein.substack.com/

__

To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

__

Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:35) About the podcast sponsor: The American College of Governance Counsel

(2:21) Start of interview

(3:00) Jonathan's origin story

(5:10) His start in journalism

(7:05) Founding Monitor Canada with Roger Martin (1987)

(9:43) Transitioning to Deloitte Monitor (2013)

(12:18) About Deloitte Canada’s Podium Club for Directors that he leads.

(13:38) How Trump's tariffs may impact Canada (note: this podcast was recorded on 1/24, before tariffs went into place)

(17:57) What is strategy? "I think of strategy as choice"

(20:20) The role of the board in strategy. "The best CEOs seek advice from their boards, not a grade"

(25:39) The questions board members ask matter. "The question is the asset" "Ask questions and question the answers"

(30:40) Rethinking Board Information Approaches *Reference to Netflix board case study

(33:30) Embracing Uncertainty and Risk

(37:55) Private vs. Public Strategy Dynamics

(42:10) The Role of Culture and Talent in Strategy (scope of company founders)

(46:55) Key Strategic Priorities for Directors (beyond idiosyncrasies of each company): 1) Geopolitics; 2) Technological Shifts (AI, Cyber, etc); and 3) Talent (Workforce and People).

(53:10) Books that have greatly influenced his life:

1. Atlas Shrugged by Ayn Rand (1957)
2. The Final Days by Bob Woodward and Carl Bernstein (1976)
3. On Becoming a Person by Carl Rogers (1961)

(55:58) His mentors.

(56:41) Quotes that he thinks of often or lives his life by.

Jonathan Goodman is a vice Chair and member of the board of Deloitte Canada, where he leads the firm’s CEO and Boardroom programs, including Deloitte Canada’s Podium Club for Directors. He is also Global Chair and former global Managing Partner of Monitor Deloitte.

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/

Substack: https://evanepstein.substack.com/

__

To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

__

Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License