Earlier this year, the National Association of Corporate Directors released an updated version of its Director’s Handbook on Cyber-Risk Oversight. The NACD’s issuance of an update to its Handbook in just three years signals that cybersecurity-related governance expectations of companies and directors are evolving. While the use of and compliance with the Handbook is not mandatory, the Handbook is influential in shaping governance practices and thus it is prudent for those involved in corporate governance to familiarize themselves with the changes.
For the second year in a row, corporate directors and general counsel have ranked cybersecurity as a top-of-mind concern. On May 8, Corporate Board Member and FTI Consulting released the results of their 2013 Law in the Boardroom survey of over 550 directors and general counsel. As the report notes, “the newest area of major concern continues a trend noted in last year’s study: data security and IT risk is one of the most significant issues for both directors and general counsel.” Hogan Lovells partner Harriet Pearson explained why cybersecurity has become a top-of-mind concern as part of her article on “Cybersecurity: the Corporate Counsel’s Agenda,” which presented a ten-point agenda for managing cyber risk.
The survey found that data security was a close second for both directors and general counsel on the list of issues that will keep them up at night. And more than a quarter of all respondents ranked cyber risk oversight as an area that will require their attention in 2013. These results are unsurprising given the past year’s heightened congressional and executive scrutiny on cybersecurity issues (e.g., congressional hearings on cybersecurity and NIST’s development of a Cybersecurity Framework), coupled with increasing media coverage of cybersecurity incidents such as this report on a coordinated “cyberheist” that stole $45 million from 2,904 ATMs in a matter of hours.