What directors are thinking.

Position:BOARDBOOK: Top of Mind

MARY BETH VITALE, DIRECTOR: CoBiz Financial Inc.

"There are proposed bills in Congress to mandate you have a cyber expert on your board. Institutional Shareholder Services is hinting toward having cyber expertise on company boards as part of their scorecard for those firms most at risk. In my opinion, boards need to continually assess the skills on their board to ensure they are able to execute their fiduciary responsibility of oversight on behalf of the stakeholders and provide advice for the strategic direction of the company. Board seats are valuable real estate and if you have one slotted for industry expertise, one for cyber, another for sustainability, you end up with silos and not enough business and board governance expertise to guide the company through the strategy and to weather tough times. That is our responsibility. That said, I believe you need to ensure that the skill sets on your board align with the strategy of the company that allows counsel from your fellow board members to assess and provide guidance on all of the business risks. Cyber risk is a business risk, one of many and a company needs board members to assess the company's risk appetite, be educated on new and existing risks and apply the appropriate guidance. That takes board members with broad expertise, not just in one specific area."

Mary Beth Vitale also sits on the board of GEHA, Inc., a health, dental and vision insurance carrier to Federal employees and retirees; she was a commissioner for Colorado Governor Bill Owens Commission on Science and Technology; she has held the National Association of Corporate Directors prestigious Leadership Fellow designation since 2011, and she launched the Colorado Chapter for Women Corporate Directors this past year. She was also named a Director to Watch in 2016 by Directors & Boards.

ALISON DAVIS, DIRECTOR: Unisys, Fiserv, Royal Bank of Scotland, Ooma

"One of the leading-edge issues in corporate governance right now is...

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