European companies have seen an increase in hostile proxy campaigns launched from both European and U.S. activists. What accounts for the increase in European activism? And how can boards around the world better prepare for an activist campaign against their own company?

In this special European edition of Inside America’s Boardrooms, we film from Diligent’s Director Experience, an international gathering of board members that recently took place in Lake Como, Italy. Host TK Kerstetter invites Karen Gavan, board member with Swiss Reinsurance Company Ltd (i.e., Swiss Re Ltd) and Mackenzie Financial Corp., to share her own experience in activist crosshairs.

In this episode, Gavan sets the stage for an uptick in European activism. She shares the details (and several takeaways) from her own activist experience as a board member.

Thinking like an activist—what it goes back to is all good governance. What are your term limits? How is your board being refreshed? Do you have good corporate governance practices? Do you have diversity on the board (geography, gender, backgrounds)? And do you have industry experience so that you can actually assess the performance of the business? That’s good governance, and that’s where [your defense] starts.

Karen Gavan, Board Member, Swiss Re Ltd and Mackenzie Financial Corp.