Jennifer Jukanovich, a seasoned nonprofit leader with nearly three decades of experience discusses her forthcoming book, The Culturally Conscious Board: Setting the Boardroom Table for Impact, which explores the importance of board culture in achieving organizational success. The conversation addresses a number of important aspects of board governance, including board culture and the critical role of trust and humility.

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Big Ideas/Thoughts/Quotes

1. The Culturally Conscious Board

· Two important concepts which are emphasized:

o The significance of board culture and its impact on decision-making and governance, and the role of trust, humility, and hospitality in building an effective board culture.

o Jennifer’s closing thoughts on the importance of strong board culture in the nonprofit sector.

· Encouragement for boards to engage in deeper conversations and continuous improvement.

· Introduction to the "board culture placemat" and its use in facilitating board discussion and b building a strong board culture.

· Examples of successful practices for building and maintaining a healthy board culture.

"Boards are assets to our society, and our hope is that our book, The Culturally Conscious Board, will contribute to that conversation." Jennifer Jukanovich

Book Reviews

“Sitting on a board is easy. But being a great board member is another matter entirely, especially if your organization needs change. Jukanovich and West show you how to do it with confidence and grace.”

Arthur C. Brooks, Professor, Harvard Kennedy School and Harvard Business School, and #1 New York Times bestselling author

“‘Culture eats strategy for breakfast,’ Drucker said, and most boards don’t explore how their culture either detracts from or advances their mission. This work invites boards to move from habits and traditions that restrict their impact toward deeper examinations to make wise changes and meet the challenges of our day.”
Robert C. Andringa, Managing Partner, The Andringa Group, and coauthor of Nonprofit Board Answer Book

2. Challenges and Opportunities in Board Governance

o The importance of diverse representation and an inclusive board culture.

o Practical advice on improving board culture, including transparency, accountability, and feedback mechanisms.

o Addressing issues such as long-term leadership and the balance between large boards and effective decision-making.

"Humility catalyzes greater trust, whether that is your family or that's a board."

"Good governance creates health. Good boundaries create healthy culture."

4. The Critical Partnership between the CEO and the board chair

o How the board chair can help ensure all voices are heard and foster a culture of openness and respect.

In this episode Michael Talmanson and Dereick Wood discuss the critical importance of D&O coverage for board members. They set the context with a backdrop of Newfront's recent capital infusion led by Goldman Sachs emphasizing the company's innovative approach to combining technology with insurance expertise.

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Big Ideas/Thoughts/Quotes

1. Background & industry evolution

· Michael shares his transition from legal practice to insurance, driven by a passion for technology and client service. He discusses how Newfront's technology platform and AI tools modernize the insurance experience, enhancing client's ability to manage and predict risks.

· Dereick discusses his extensive experience in handling complex D&O claims, underlining the evolution of claims and the increasing magnitude of derivative settlements.

“The differentiator is the information you can provide boards to make informed decisions about their actual losses.”

2. Newfront’s Innovation & Impact on the Insurance Market

· Newfront's strategy of blending high-tech solutions with traditional brokerage services to address the needs of a rapidly changing market. Michael highlights the critical role of experts like Dereick in navigating complex claims, underscoring the blend of technology and human expertise.

· Discussion on Newfront’s "breakthrough" technology which simplifies processes like contract reviews and risk assessments through AI, setting a new standard in the insurance industry.

“Since 2020, seven of the top ten largest derivative settlements have occurred, and the people on my team have been involved in all those settlements”

3. D&O Insights

· Comprehensive breakdown of D&O insurance coverage (Side A, B, and C) and its importance from a buyer's perspective. Michael and Dereick discuss practical scenarios and the vital protection D&O insurance provides to board members against potential liabilities and lawsuits

· Dereick provides insights into recent high-profile cases and settlements, demonstrating the critical nature of D&O coverage in protecting board members during legal challenges

· Strategic recommendations for board members to ensure adequate D&O coverage, emphasizing the importance of understanding policy details and the implications of board decisions on insurance claims

· Michael and Dereick providing practical advice to board members on avoiding litigation and ensuring robust D&O coverage. They stress the importance of diverse opinions and backgrounds on boards to enhance decision-making and risk management

“No matter what happens from a technology perspective, insurance will always require experts. People like Dereick on the claims side, D&O experts, cyber experts. People will never be replaced by technology."

Michael Greeley has extensive experience in venture capital and significant board experience across a multitude of investment boards. In this episode, he shares his experience and lessons learned, emphasizing the evolving nature of board governance, the strategic importance of independent directors and the future of healthcare.

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Big Ideas/Thoughts/Quotes

1. Evolution of Board Composition of investor-backed boards

1. • Changes in the composition of investor-backed boards over the past 25 years, emphasize the need for a broader range of competencies beyond financial performance. The trend is to include diverse perspectives to help mitigate boardroom “groupthink.”

"Boards today are very deliberately trying to have the right competencies... Today the pressure on boards is to have a much wider range of expertise; cybersecurity, sensitivity around DE&I issues, and we're seeing that reflected in our term sheets.

2. Challenges in Board Compliance

1. • Discussion on the difficulties boards face in complaining with term sheets guidelines, particularly around independent directors and diversity.

"We did an audit... and said, 'How many of our companies actually have complied with that (term sheet requirement)?' And we were surprised, it was probably maybe half or two thirds… and frankly, if I could be just brutally honest, I think there's a little bit of an apathy to address deficiencies of boards."

3. Importance of Independent Directors

1. • The role of independent directors in providing an unbiased 'voice of the customer' to help guide company strategy and product market fit.

"The power of that [independent director] is a little bit sector specific but I think it cuts across all sectors, the principal risk we take as healthcare tech investors is around product market fit, and independent directors are the voice of the customers."

1. Governance and Board Dynamics
   • Michael's advocacy for more effective boards and the potential pitfalls of having too many observers or management members “in the room.”

"I'm a traditionalist in the sense that the board should not be stacked with management because it is meant to be the body that opines on the strengths and shortcomings."

1. Future of Healthcare
   • Michael's optimistic outlook on the 'golden age of healthcare' driven by technological advancements, regulatory changes, and innovative business models.

"Arguably, the golden age of healthcare is upon us as the sector embraces novel and impactful solutions to improve outcomes and lower the cost of care."