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How Technology Impacts the Boardroom

Publication Date: 
November 23, 2009
Corporate Governance

Professor Daniel Siciliano's participation in a panel discussion titled "How Technology Impacts the Boardroom" is highlighted on the Corporate Governance News site:

As an exercise to contemplate before the session, SVNACD asked prospective attendees to "consider the following question: what would a skeptical activist shareholder think if they knew exactly how many emails you sent and how many minutes you spent reading on your blackberry during your last board committee meeting?"

Lionel M. (Lon) Allan (right), Board Chair of the Silicon Valley Chapter of the National Association of Corporate Directors, introduced the panelists, F. Daniel Siciliano and Eric Finseth. Although he retreated to the back of the room, Lon peppered the panelists with informative chatter, adding a bit of informality and humor to what some directors may have viewed a scary topic. Electronic breadcrumbs could document more than you ever dreamed. Better start thinking a little more like a plaintiff's attorney.

Getting right to the homework assignment, Dan informed us that litigation might well ensue around the issue of how much attention you paid when the big decision the board got wrong was made. Yes, you were pretending to pay attention, but you were using your smart phone during the meeting and the ability to multi-task is a myth. A recent Stanford study by Eyal Ophir, Clifford Nass and Anthony Wagner provides what Dan believes might be admissible scientific evidence. People who are regularly bombarded with several streams of information do not pay attention, control their memory or switch from one job to another as well as those who complete one task at a time. Dan suggests, "if you aren't 100% engaged, then leave the room."


F. Daniel Siciliano is the Faculty Director of the Arthur and Toni Rembe Rock Center for Corporate Governance, Associate Dean for executive education and special programs at Stanford Law School, and co-director of Stanford’s Directors’ College. He is also the co-originator of the OSCGRS (Open Source Corporate Governance Reporting System) Project and the senior research fellow with the Immigration Policy Center. His work has included expert testimony in front of both the U.S. Senate and House of Representatives. Dan has launched and led several successful businesses, including the software automation and design company LawLogix Group—named three times to the Inc. 500/5000 list. Dan was recently named to the Directorship 100, a list of the most influential people in corporate governance. He holds a BA from University of Arizona and a JD from Stanford Law School.