For companies contemplating a spin-off or other separation, “Building a spin-off board: Are you ready?” from Heidrick & Struggles offers an excellent roadmap for creating a new board to govern the new entity, while being mindful of the changes that may be warranted or should be considered with respect to the composition of the parent board post spin-off.
The guidance addresses how to determine the ideal board composition for the new entity and the impacts on the parent board associated with directors moving from the parent to the new entity; using the transaction as an opportunity to refresh the parent board with director skills and attributes aligned with the changed corporate purpose and strategy and diversity goals; being cognizant of and responsive to the new director recruitment timeline and tapping multiple candidate sources; establishing a process that enables candidate recommendations or decisions to be made efficiently and effectively; and proactively shaping board culture, which is critical to board effectiveness.
The publication includes a sample matrix illustrating how parent company directors and new recruits may fill the desired skill needs on both the parent company and spin-off board.
Access additional resources on our M&A, IPOs, Separations and Go-Private Transactions, Board Composition and Board Recruitment & Succession/Refreshment pages.
This post first appeared in the weekly Society Alert!