Welcome to the Boardroom Governance Podcast. I’m your host, Evan Epstein. In this episode, I talk with Mary Cranston, a seasoned corporate director and lawyer based in San Francisco. She is the retired CEO and Chair Emeritus of Pillsbury Winthrop Shaw Pittman LLP. As CEO from 1999 to 2006, she expanded PWSP internationally, doubling its size and profitability. She currently serves as a director of Visa, The Chemours Company and TPG. She previously served on the public boards of MyoKardia and McAfee Corp. In addition, she serves or has served on several private and non-profit boards. She has been recognized by the National Law Journal as one of the 100 most influential lawyers in the United States, and by the National Association of Corporate Directors as one of the 50 most influential and effective public company directors in America. Mary has served as an advisor and investor to numerous startups in technology, financial technology and pharmaceuticals. In this podcast, we talk about her career as a lawyer and corporate director. We address diversity in law firms and boards, lawyers serving as corporate directors and the evolution of shareholder engagement. Among other topics, we discuss ESG, shareholder and stakeholder governance, the current downcycle and its impact on board service. We also address some of the distinctions between serving on public and private company boards, including private equity and venture-backed companies. If you like this show, please consider subscribing, leaving a review or sharing this podcast on social media. You can find all the show notes on the website boardroom-governance.com and please feel free to subscribe to the Boardroom Governance Newsletter at evanepstein.substack.com
0:00 -- Intro.
1:34 -- Start of interview.
2:28 -- Mary's "origin story". About her legal career at Pillsbury Winthrop Shaw Pittman LLP. On the influence of Toni Rembe on her board career.
9:13 -- On her transition to a board career, and lawyers as corporate directors. "Boards have prejudice against putting lawyers on boards. I think that is wrong and extremely short sighted [But I think we are starting to see a real trend of more lawyers on boards.]" The ABA and Catalyst's DirectWomen Initiative (its mission is to increase the representation of women lawyers on corporate boards.)
11:57 -- On the evolution of gender diversity at law firms. "I see progress, but probably not as fast as the most enlightened corporate environments."
13:49 -- On boardroom diversity. "In America we have a cultural norm against quotas."
19:01 -- On the evolution of shareholder engagement and the empowerment of corporate directors.
22:24 -- On the shareholder and stakeholder governance debate [BRT restatement of the purpose of the corporation 2019] "I've always thought that this was a little bit of a circular tempest in a teapot because in my mind companies need to be run for the medium to long-term interest of the shareholders."
24:23 -- On ESG and the latest "anti-ESG" trend.
25:45 -- How should [technology company] boards approach the current downturn.
29:46 -- On supervisory boards in Europe and the advantages (flexibility) of US corporate governance standards.
32:27 -- On tech companies staying private or going public. "There is a fair legitimate bias against going public now." "We've got to be clear on whether some of our regulation of public markets is worth the candle." "[But] the American economy [to be the dominant force in the world] needs both the public and private markets."
36:23 -- On private equity boards. [For extra background, see Boards 3.0 by Profs Gilson and Gordon]
40:07 -- On founder-led companies and the practice of dual-class share structures.
41:35 -- Her pitch for more lawyers on boards: "Lawyers are often phenomenal directors." "A good strategic lawyer should be a requirement on every board [but that's not how the current board world sees it]."
44:47 - What books have greatly influenced your life:
46:01 - Who were your mentors, and what did you learn from them?
46:43 - Are there any quotes you think of often or live your life by?
"Don't believe your thoughts until you really look at them."
46:53 - An unusual habit or an absurd thing that she loves: meditation (she's been doing it for 40 years)
47:46 - The living person she most admires: "A group: the women who were first into their professions"
Mary Cranston is a seasoned corporate director and attorney. She is the retired CEO and Chair Emeritus of Pillsbury Winthrop Shaw Pittman LLP. As CEO from 1999 to 2006, she expanded PWSP internationally, doubling its size and profitability. She currently serves as a director of Visa, The Chemours Company and TPG. She previously served on the public boards of MyoKardia and McAfee Corp. In addition, she serves or has served on several private and non-profit boards.
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Twitter: @evanepstein
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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License