Jonathan Foster is an experienced corporate director, investment banker, and expert witness in corporate litigation, and the author of the new book "On Boards: The Modern Playbook for Corporate Governance." He has served on more than 50 boards, including Fortune 500 companies, private companies and companies involved in restructurings.
(0:00) Intro
(1:27) About the podcast sponsor: The American College of Governance Counsel
(2:13) Start of interview
(2:51) Jonathan's origin story
(4:23) His Journey into Governance, initially via accounting with PwC and later with Lazard.
(6:17) Types of Governance Structures
(7:51) About his firm Current Capital Partners (M&A advisory, corporate management services, and PE investing).
(8:31) The Inspiration Behind his book On Boards: The Modern Playbook for Corporate Governance.
(10:44) Interviews that Shaped the Narrative. His standout: Admiral Michael Mullen.
(13:04) Target Audience for the Book
(14:48) The importance of "boards [with a roster of] best athletes, not experts in a narrow area."
(17:04) His personal journey into boardrooms
(19:56) Experience as an Expert Witness
(21:41) Evolution of Delaware's Corporate Law. *Reference to Moelis case and Tesla's Elon Musk CEO compensation case.
(24:40) AI's Impact on the Boardroom. "[I]t is critical to remember that directors oversee, but management runs the company day to day."
(29:50) Navigating Geopolitical Challenges
(32:01) The Rise of Shareholder Activism
(34:29) Insights on Corporate Restructuring *Reference to E38 on the rise of bankruptcy directors with Jared Ellias (now at HLS)
(38:33) Separation of Chair and CEO is preferable
(39:00) "I think term-limits are a cop-out" there should be annual individual director evaluations.
(39:43) The Need for Corporate Director Licenses.
(41:36) Books that have greatly influenced his life:
(42:30) His mentors
(43:18) Quotes that he thinks of often or lives his life by: "You can't get a hit if you don't swing the bat" "I'm dumb enough to make a decision"
"It's all about tomorrow" "Have fun, life is too short"
(44:24) An unusual habit or an absurd thing that he loves.
(45:31) The living person he most admires: the Pope and Lebron James.
Jonathan Foster is an experienced corporate director, investment banker, and expert witness in corporate litigation, and the author of the new book On Boards: The Modern Playbook for Corporate Governance. He has served on more than 50 boards, including Fortune 500 companies, private companies and companies involved in restructurings.