In the course of performing their fiduciary obligations as directors and board members, they are entrusted with a great deal of confidential information about their businesses. Some of this information is classic non-public material – the disclosure of which is controlled by law and company policies – and some particularly in the context of for-profit businesses, is highly sensitive and personal. Some of the information discussed during boardroom meetings is both sensitive and important which can create an issue of trust when it’s time for protecting this information from leaks.

Leaks can be devastating to companies and their employees. They are not just able to affect the financial performance of the business and its directors, but also the reputation of the individual directors. Depending on the nature of the leak (and the circumstances that led to it), they may even expose directors to civil or criminal liability.

It is important to ensure that all signers understand what information must remain confidential and agree to follow these terms. This means identifying the information to be secured and clearly defining any restrictions on disclosure. For check instance it could be that the information may only be divulged to the sponsor of the company or other directors.

It is also crucial to give a comprehensive and robust Confidentiality policy to all directors, and their sponsors in the case of constituency directors, before they begin their duties. This will allow them to understand their responsibilities and create a culture that values confidentiality as an essential aspect of the director’s duties.