The Role of Independent Directors in Corporate Governance

Updated and expanded, this second edition provides directors—and attorneys advising directors—with information on the policies and underlying issues that shape director fiduciary duties and the other corporate governance requirements. It describes the legal and economic context in which these governance requirements arise, and also outlines the implementation details that can affect specific governance related decisions. It also includes sample summary materials in the form of PowerPoint presentations to use as starting points to prepare training or explanatory sessions before a board or management.

Bruce F. Dravis has practiced corporate and securities law for 30 years, both as outside corporate counsel and as General Counsel for a publicly traded semiconductor manufacturer that was acquired by Intel Corporation. He is Vice Chair of the Corporate Governance Committee of the ABA Business Law Section and resides in Chicago, IL.