Across every industry, board directors are engaging in robust debates and making decisions on complex issues, risk management, cybersecurity and other important governance issues. Their duties are becoming more complicated and time-consuming, and everything they do needs to be documented and because of this, board’s should use the right board document management practices so that they can access the right information at the right time. Between board packets, committee reports, policies and compliance documents, board directors need quick access to any number of documents at a moment’s notice.
They need documents in formats they can read easily, preferably those that can be updated in real time and accessed using various mobile devices. They also need to be able to store them securely in an organized manner, which is where board document management comes into play.
Issues Related to Board Document Management and Storage
In reality, boards deal with thousands of documents in the course of board duty. They need to share documents with each other and with people inside and outside of the company. Some of these files are quite large and can’t be so easily sent electronically. Board documents need to be stored securely in a place that has adequate room for storing documents by the thousands. Also, boards need to be able to retrieve documents quickly as necessary. Board’s should be looking for the right secure meeting workflow software to ensure that they have a proper process from start to finish for safely securing all board materials.
One of the most important issues that boards need to address when managing documents is security. Cybercriminals are working hard to break into software programs and steal information to use it for ransom demands. This isn’t something boards can afford to risk at any cost. Diligent’s platform protects all of its document management programs with state-of-the-art security. Granular permissions only allow authorized users to access data and systems at a user and document level. The security features have safeguards that prevent the authorized sharing of documents.
The system is also protected with encryption as another layer of security. Security experts follow industry best practices so that as threats increase, so does security.
Paper documents can be lost or stolen, and electronic documents can be lost or stolen just as easily. Diligent built remote-wiping capability into their programs so that if a mobile device gets lost or compromised, it can be erased remotely. Diligent’s programs are ISO-27001 certified and are subject to rigorous third-party testing for top-of-the-line security.
Diligent also offers unlimited cloud storage so there’s never an issue of running out of storage or not being able to access documents.
Board reports and board books can range from a few pages to a couple of hundred pages. This volume can make file-sharing and workflow extremely difficult. With Diligent’s file-sharing app, board directors can share documents of any size internally or externally without worrying about security. To make business matters even easier, board directors can easily route documents and get rounds of approvals quickly using e-signatures.
Electronic Board Document Management for Every Aspect of Governance
Electronic board books have replaced large, unwieldy paper board books that ate up space on boardroom tables. Diligent Boards makes it easy to pull up any document in the Table of Contents for a board meeting. From a single agenda to a report or a copy of the finalized meeting minutes, board directors and executives can locate any document they’re authorized to access using a simple online search.
With Diligent Boards, board books can be updated in real time, even in the few minutes before a board meeting starts. Board directors can find those recent changes in short order just as soon as they enter the boardroom.
Audit reports, financial reports, budgets, D&O questionnaires and other documents that are necessary for disclosure, compliance and oversight can easily be stored and retrieved with Diligent’s document management system.
Much of the board’s work occurs in committees, which requires documentation on many accounts. Each committee has a charter that outlines its purpose, its chair and its members. Committees take minutes, do research, analyze data and other information, and make reports of their progress to the board. All of these documents must be securely stored and preserved.
Good governance requires boards to have board policies that cover important issues. All boards should have a conflict of interest policy, whistleblower policy, and a code of ethics or code of conduct. They often also have important policies for voting rights, board director independence, discrimination and other important policies, which are important to retain for accountability and transparency.
As board directors have come under increased scrutiny over their performance, they need to take their annual self-evaluations seriously and be transparent about them. Diligent’s Evaluations tool is one of the many governance tools that comprise Governance Cloud. With the ability to create surveys and send them out and receive them electronically, boards can make accurate work of getting annual self-evaluations completed and ready for review.
Due diligence in good governance requires boards to detail board, officer and senior executive job descriptions so they have a benchmark against which to measure job performance.
The work of Nominating and Governance Committees is ongoing, as they’re responsible for recruiting new talent for the board and the CEO. With Diligent Nom Gov, a digital tool for recruiting and succession planning, committee members can recruit, identify, interview and narrow down their selections from the 125,000 candidates who are listed on an application. This process is far more efficient than collecting paper resumes and relying solely on the current board directors’ network to fill vacancies.
Executive compensation is a favored topic with investors and other stakeholders. Boards put in a lot of work in developing compensation packages that are reasonable and that have the right components. They have to set compensation high enough to attract top talent, but not so high that it’s perceived as gratuitous.
Virtual data rooms are the answer to mergers and acquisitions or other deals where companies need to go through a complicated, document-heavy review of the company’s financial documents. With Diligent’s virtual deal rooms, there’s no need to rent an expensive data room and incur travel expenses for company representatives to make use of the room.
Board document management is a need that boards have every time they work on any kind of board business. For efficiency, transparency, accountability, security and ease of doing business, electronic document management is vital for good governance best practices.