Board members are entrusted with a lot of confidential information by their companies as part of their duties as fiduciary directors. Certain of this information falls under the category of important non-public information, whose disclosure is subject to the corporate policies and law. Other information, especially in the case of companies that are not for profit is extremely sensitive and private. Some of the information discussed during boardroom discussions is important and sensitive, which creates an issue of trust when it’s time to safeguard that data from leaks.

Leaks are devastating for an organization and its staff. They are not just ideals data room able to damage the financial performance of the company and its directors, but also the reputation of the directors themselves. The nature of the leak (and the circumstances that lead up to it), they may even expose directors to civil or criminal liability.

It is essential to ensure that all signees know the nature of information that must remain private and that they agree to these guidelines. This includes identifying the information to be secured and clearly defining any restrictions on disclosure. For instance it could be that the information can only be divulged to the sponsor of the company or other directors.

In addition it is vital to include a thorough and thorough Confidentiality Policy that is provided to all directors (and their sponsors in the case of constituency directors) prior to their beginning their service. This will assist them in understanding their responsibilities and create an environment where confidentiality is valued as a fundamental aspect of director responsibilities.