Boardroom Governance with Evan Epstein - podcast cover

Boardroom Governance with Evan Epstein

In-depth interview podcast with leading corporate governance experts, including world-class founders, scholars, board members, executives, investors and more. The content is structured as a long-form conversation to explore not only the latest corporate governance trends, but also to get some personal insights from some of the best and brightest minds behind America's boardrooms.
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Episodes

Annemarie Tierney: On Secondary Markets for Private Company Stock, and Crypto.

0:00 Intro. 1:45 Start of interview. 2:40 Annemarie's "origin story" . She was born and raised in New Jersey. She went to the University of Delaware and later to the Catholic University of America Columbus School of Law . She got her first job at the SEC (Corp Fin) right out of law school. She spent 6 years at the SEC, 5 of them focused on international corporate finance (bringing international companies into the US securities market). Linda Quinn (ex director of Corp Fin) called it her "Chamber...

Jun 20, 20221 hr 3 minEp. 62

Dan Siciliano: "Employees Are At The Heart of the Success of Modern Unicorns, More So Than Ever Before."

0:00 Intro. 2:08 Start of interview. 2:42 Dan's "origin story" . He was born and grew up in Arizona, with a stint in Atlanta, GA. He later attended the University of Arizona on a Flinn Foundation scholarship. He then went off to graduate school to Stanford (Econ), later transitioning to Stanford Law School . He practiced law in Arizona for a year and came back to the Bay Area "almost on any excuse", and ran a cookie company. 8:01 His time at Stanford Law School, first to help launch the LLM Prog...

Jun 06, 20221 hr 23 minEp. 61

Marian Macindoe, New Head of ESG Stewardship at Parnassus Investments.

0:00 Intro. 1:39 Start of interview 3:41 Marian's "origin story" . She grew up in Allentown PA, and when she was 12, she moved to Naples TX. She later attended Reed college in Portland OR. She got interested in urban planning and studied an MSc at LSE . She realized that change would come from corporations (private sector) and took her first job as an analyst at Glass Lewis & Co in 2005 (only the second proxy season for Glass Lewis & Co itself). She later became the first director of ESG...

May 31, 202251 minEp. 60

Anne Sheehan: "The Advent of Say-on-Pay Forced the Engagement between Investors and Companies."

0:00 Intro. 1:31 Start of interview 2:30 Anne's "origin story" . She grew up in Colorado and after attending college, she moved to DC to work on the Hill and later in the Reagan Administration (U.S. Department of Energy). She moved to Sacramento in the late 1980s, where she worked in and out of state government. In her role as Chief Deputy Director of the CA Department of Finance (under Governor Schwarzenegger) she served on the boards of CalPERS and CalSTRS , among many other state boards. In 2...

May 26, 202253 minEp. 59

Lisa Edwards: President & COO of Diligent Corporation, a Leading GRC & ESG SaaS Provider

0:00 Intro. 1:30 Start of interview 2:00 Lisa's "origin story" . She grew up in Silicon Valley and after attending college at Stanford, she moved to Mexico City for 3 years where she worked in a boutique consulting firm. She later got an MBA at Harvard Business School . She then joined Bain & Co ., became CEO of KnowledgeX (later sold to IBM ) and co-founded ValuBond . She joined Visa in 2009, and Salesforce in 2012. In 2019, she joined the board of Colgate-Palmolive . 8:20 In October of 202...

May 19, 202247 minEp. 58

Anat Alon-Beck: Private Markets and Waivers of Stockholder Inspection Rights

0:00 Intro. 1:18 Start of interview 2:01 Anat's "origin story" . She grew up in Israel. She practiced corporate law, VC fund formation, startup representation and M&A in Israel before moving to the U.S. 7:03 Her academic focus at Case Western Reserve University School of Law (Cleveland, Ohio). 9:12 On the practice of compelling employees, who are not yet stockholders, to waive their stockholder inspection rights under Delaware General Corporation Law (Section 220) as a condition to receiving...

May 02, 20221 hr 3 minEp. 57

Joel Friedlander: On the Evolution of Stockholder Litigation

0:00 Intro. 1:37 Start of interview 2:19 Joel's "origin story" . He grew up in Stamford, Connecticut ("it was a land of many corporate headquarters"). He went to Wharton undergrad and U. Penn Law School. Later, he clerked at the Court of Chancery in Delaware and worked at Skadden 's Wilmington office in Delaware "[the office] had been built around the hostile takeover litigation in the 1980s." In 1995, he joined a new litigation boutique with Stephen Lamb (later Vice-Chancellor of the DE Court o...

Apr 11, 202255 minEp. 56

Stilpon Nestor, Chairman of Nestor Advisors: The Outsider.

0:00 Intro. 1:42 Start of interview 2:26 Stilpon's "origin story" . He grew up in Greece and studied law at the University of Thessaloniki. He later got an LLM at Harvard Law School. He practiced corporate law in Greece, but left the country permanently in the mid 1980s. He joined the OECD where he became the first Head of the Corporate Affairs Division. In that position, he lead the team which produced the OECD Principles of Corporate Governance (1999). "The corporate governance issues were ver...

Mar 21, 202256 minEp. 55

Christa Steele: "SWIFT is so antiquated it needs to go"

Intro. (1:35) - Start of interview. (2:19) - Christa's "origin story" . She grew up in Dixon, California. She later went to CSU Sacramento and got her MBA at USC. She started working as a bank teller in college and ended up as the President & CEO of Mechanics Bank in the Bay Area. They sold the bank in 2015 to a PE firm owned by a Texas billionaire. After that sale, she started joining boards of directors. (3:53) - Her breakdown of banks : large, regional and community banks. At each level t...

Mar 14, 202244 minEp. 54

David Bell: Fenwick's 2021 Corporate Governance Survey

Intro. (1:35) - Start of interview. (2:22) - David's "origin story" . He grew up as an "army brat" including living in Germany for about 10 years. He went to high school in West Point, NY. He stayed to go to college in Buffalo, where he also got his MBA. He left the Army and came to CA, where he ran IT for a company. He eventually went to law school first to Santa Clara, and then to UC Davis. (4:17) - His experience joining Fenwick in 1997, "in the front-end of the dot-com boom getting started."...

Feb 28, 202259 minEp. 53

Matt Blumberg: Startup Boards.

Intro. (1:40) - Start of interview. (2:00) - Matt's "origin story" . He grew up in San Diego, CA. He's lived in and around New York City for the last 30 years. After college he worked as a consultant (Mercer Consulting) and VC (General Atlantic). In 1995 he joined the executive team of MovieFone , a small cap public company. He helped the company "figure out what the internet was all about." They sold the company to AOL in 1999 (for $388M in stock). Then he started a company called Return Path i...

Feb 22, 202249 minEp. 52

Margaret O'Mara: "Silicon Valley is a Truly Distinctive American Story."

Intro. (1:40) - Start of interview. (2:17) - Margaret's "origin story" . She grew up in Little Rock, Arkansas. She graduated from college (history major) the year that Bill Clinton ran for President. She took a job in the Bill/Gore '92 campaign. That led to her work in the Clinton White House. It shaped her understanding of how politics and power works. She later went to graduate school to study presidential politics. Her path to studying technology came from President Dwight Eisenhower (involvi...

Feb 14, 20221 hr 3 minEp. 51

David Larcker and Brian Tayan: Seven Myths of ESG.

Intro. (2:10) - Start of interview. (2:57) - David's "origin story" . He grew up in coal mining town in southern Illinois. He went to college at what is now known as the Missouri University of Science & Technology . He later worked as an engineer and got his PhD in accounting from the U. of Kansas. He was a Professor at Kellogg for about 7 years, at Wharton for about 20 years and he's been a Professor at Stanford's Graduate School of Business since 2005. On how he started working with Brian ...

Feb 07, 20221 hrEp. 50

Daniel Green: "2021 was an Absolutely Buoyant Year for Latin American Venture-Backed Startups."

Intro. (1:40) - Start of interview. (2:34) - Dan's "origin story" . He grew up in southern California, did his undergrad at Stanford where he studied international relations. This prompted his quest to do something "cross-border." He did an exchange program in his junior year to Santiago, Chile, where he met his now wife and that planted a seed to do something related to Latin America. After law school he went to London where he practiced with Allen & Overy for 4.5 years. In 2004 he came bac...

Jan 31, 20221 hrEp. 49

Jackie Cook: On the "Investor Stewardship Movement"

Intro. (1:19) - Start of interview. (2:03) - Jackie's "origin story" . She grew up in South Africa where she studied psychology and later got her bachelor’s degree in economics and management from Oxford, where she studied as a Rhodes Scholar. Her focus on corporate governance research started in 1998 after taking a research fellowship position at the Center for Business Research at Cambridge University under Professor Simon Deakin , that included a series of reviews of the UK company law. (5:10...

Dec 13, 202153 minEp. 48

Aaron Wright: On The Rise of DAOs and Blockchain Governance.

(0:00) Intro (2:22) Start of interview (3:04) Aaron's "origin story" . He got interested in Bitcoin early on, and collaborated on the launch of Ethereum. He co-authored a book called The Rule of Code, Blockchain and the Law (2018). He's been constantly playing around with the technology itself and he co-founded OpenLaw , which makes it easy to create legal agreements that work with Ethereum. Most recently he's been spending a lot of time pulling together a bunch of DAOs. (5:13) How blockchain ca...

Nov 08, 20211 hr 2 minEp. 47

Jeff Thomas: "Private Companies Have Never Had More Options and Better Access to Capital and Liquidity."

Intro. (1:22) - Start of interview. (1:51) - Jeff's "origin story" . He grew up in Dayton, Ohio. He went to Carnegie Mellon University for undergrad "to study engineering and play football." He graduated with electrical and computer engineering degrees, and took off to Silicon Valley. He first worked in the semiconductor industry with Altera . He later got into financial services, first with Gehrson Lehrman Group , then with SecondMarket (early player in the secondary markets for private shares,...

Oct 28, 202143 minEp. 46

Manny Alvarez: On Regulatory Challenges in Fintech, Crypto and Boardroom Diversity

Intro. (1:18) - Start of interview. (1:51) - Manny's "origin story" . He grew up in Oxnard, CA . He went to Cornell University for undergrad and "that's probably the first time he realized that the rest of the world did not look like Oxnard." His foray into film studies, including at Université de la Sorbonne Nouvelle , also known as Paris III. (8:05) - His decision to go to law school. (9:34) - His start with Sonnenschein Nath & Rosenthal's (now Denton's) SF litigation practice. Later, his ...

Oct 18, 202152 minEp. 45

Kendrick Nguyen: "There is No Question in my Mind that Retail Capital is Coming to the Private Markets."

Intro. (1:11) - Start of interview. (3:04) - Kendrick's "origin story" . He was born in Vietnam and grew up in the Bay Area. After law school he worked at Goodwin Procter for a couple of years before taking a position in-house for a large fund-of-funds ( Permal Group ) in NYC. He then worked at the Stanford Rock Center with Joe Grunfdest. After Stanford, he joined AngelList as the GC, and launched Republic in 2016. (4:37) - On the origin and mission statement of Republic. In 2016, Reg CF allowed...

Sep 27, 202159 minEp. 44

Abe Friedman: "Investors Don't Care As Much About The Messenger As They Do About The Message."

Intro. (1:30) - Start of interview. (2:12) - Abe's "origin story" . He grew up in L.A and moved up to the Bay Area where he attended Berkeley for college and law school. After law school he went to Seattle and worked in-house for US West Communications (now Qwest Corporation). Back in northern California he joined another telecom before joining the founding team at Glass Lewis in 2003 ("the market was ripe for disruption"). (5:37) - His time as the Global Head of Corporate Governance at Barclays...

Sep 13, 202157 minEp. 43

Priya Cherian Huskins: On SPACs, D&O Insurance and Federal Forum Charter Provisions.

Intro. (1:24) - Start of interview. (1:54) - Priya's "origin story". She was born in India and grew up in Louisville, Kentucky. She went to Harvard college and studied law at Chicago Law School. After graduation she clerked for Judge Frank Magill (U.S. Court of Appeals for the Eighth Circuit, in North Dakota). She later joined WSGR as a corporate securities attorney during the dot com boom in Silicon Valley. In 2003, she joined Woodruff Sawyer to specialize in D&O insurance. (5:42) - On why ...

Sep 07, 202154 minEp. 42

Maureen Farrell: "The Cult of We", WeWork, and Startup Governance Shortcomings.

Intro. (1:25) - Start of interview. (2:14) - Maureen's "origin story". (3:00) - Why she focused on WeWork as the subject of her book " The Cult of We " with her WSJ colleague Eliot Brown . She took over the IPO beat at the WSJ in 2016, "when there were almost no IPOs." Tech companies were staying private for longer with a ton of capital flowing into the private markets. That's when she started following high flying unicorns such as Uber, Airbnb, Lyft and WeWork. "But I always heard things that w...

Aug 23, 202154 minEp. 41

Robin Ferracone: "The U.S. Lags Other Regions In Terms of Using Stakeholder Measures in Executive Compensation"

Intro. (1:08) - Start of interview. (1:42) - Robin's "origin story": she grew up in Indiana, "sought warmer weather" so she headed to Duke for college. She later got an MBA at Harvard and started her consulting career at Booz Allen in SF. Five years later she started her own firm, SCA Consulting, focusing on executive compensation and strategy, based out of L.A. She sold that firm to Mercer in 2001, stayed on with the firm until 2007 when she left to start her current firm Farient Advisors. (5:5...

Aug 05, 202147 minEp. 40

Christopher Young: "After the Exxon Proxy Fight, Directors Realize That They May Be Taken Out By Sub 1% Shareholders."

Intro. (1:40) - Start of interview. (2:08) - Chris's "origin story": he grew up in East Greenwich, Rhode Island, but has spent most of his adult life in NY or outside of DC. He started out as a derivatives trader right out of college. Then he went to law school. After law school, he joined White & Case and later Sullivan & Cromwell to focus on M&A transactions. In the late 1990s (during the "dot com" era), he joined Bear Sterns as an investment banker in the tech group. (7:40) - On h...

Jul 19, 20211 hr 4 minEp. 39

Jared Ellias: "The Elevation of the Board is an Important Trend in the Bankruptcy Process"

Intro. (1:39) - Start of interview. (2:15) - About UC Hastings and the Center for Business Law [that we are building together!] (5:10) - Jared's "origin story": he grew up in Michigan, attended the U. of Michigan (BA political science) and Columbia Law School (JD). A book on the bankruptcy of Marvel Comics led him to bankruptcy law and practice. After graduation he joined Brown Rudnick in NYC (’07-’11). He later joined academia as a Teaching Fellow and Lecturer in Law in Corporate Governance &am...

Jul 06, 202146 minEp. 38

Donna Anderson, Head of Corporate Governance at T. Rowe Price: "This Has Been A Very Surprising Proxy Season"

Intro. (1:30) - Start of interview. (2:14) - Donna's "origin story": She grew up moving a lot since her dad was a Navy pilot. She attended Trinity University (started at 16). After college she worked as a newspaper reporter at a small daily in Washington State and then worked in the PR office for the State Department in Brussels. She later got an MBA at the University of Texas at Austin with the objective of becoming an investment analyst. After graduation she joined Dyer, Robertson & Lamme ...

Jun 28, 202151 minEp. 37

Lawrence Cunningham: Quality Shareholders, Governance and Warren Buffett.

Intro. (1:32) - Start of interview. (2:10) - Larry's "origin story." He grew up in Wilmington, Delaware ("which explains why I have corporate governance in my blood.") He attended Girard College in Philadelphia, then went to the University of Delaware (BA Economics) and Cardozo School of Law (JD). After graduation he worked as an associate at Cravath for 6 years and then joined academia with Cardozo (10 years) moving later to Boston College Law School . He later switched to George Washington Uni...

Jun 21, 20211 hr 1 minEp. 36

Joe Grundfest: On Capital Markets, Crypto Regulations, Board Diversity & Corporate Electoral Innovation.

(0:00) Intro. (1:42) Start of interview. (3:11) Joe's take on the rise of IPOs and SPACs since 2020. "There is a level where it is all entirely rational." (4:16) Staying private vs going public in this environment. "In today's world, companies have three alternatives: do another VC round, a SPAC or an IPO." (6:43) On the fundraising environment : "This is historically unprecedented... due to fiscal and monetary stimulus throughout the U.S. and global economies." "But you have to combine that wit...

Jun 15, 202140 minEp. 35

Nell Minow: "You Can Get 90% of Governance by Looking at CEO Pay"

Intro. (1:42) - Start of interview. (2:28) - Nell's "origin story." She's the oldest of three girls, including former Harvard Law School Dean and current Professor Martha Minow . Her father, Newton Minow, was the Chairman of the FCC under JFK and authored a famous speech on the " vast wasteland " of TV (that still resonates 60 years later). She was influenced to speak out from an early age when she saw problems. Her ambition was to become a prosecutor but she moved to D.C., where she worked at t...

May 24, 202159 minEp. 34

Jon Lukomnik: Moving Beyond Modern Portfolio Theory and the Evolution of Corporate Governance.

Intro. (1:37) - Start of interview (2:19) - Jon's "origin story." He started as a sports journalist, later became press secretary to then NYC Comptroller Jay Goldin . His transition to asset management, founding his firm Sinclair Capital and leading the Investor Responsibility Research Center Institute (IRRCi) (succeeded by the Weinberg Center) focused on ESG and capital market issues. (4:48) - His experience with the NYC pension funds, CII and how he addresses the different " stages of governan...

Apr 21, 202156 minEp. 33
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