Whatever the size of the board or the business, it’s crucial that boards safeguard confidential documents. This means that the documents cannot be accessed by anyone who isn’t authorized to do so. This will help to prevent information leakage that may affect the business or cause boards confidential documents a loss of trust.

A comprehensive policy is essential in addressing these issues. Ideally, the policy should state that directors are obligated to keep secret all non-public information they acquire or receive while serving on the board. The policy should clearly define confidential information and should include a clause that a breach of confidentiality is a violation of a director’s fiduciary responsibilities to the company.

The policy should also define what the board’s response to any breach. In general, the board should consider different options, from censure by fellow directors or, in extreme cases removal from the board. This will ensure that the rules will be respected and enforced whenever required.

It is essential that the secretary install an administration and distribution software to implement a robust document security system. These systems can be put in place within a matter of minutes and offer the administrative and digital rights management (DRM) controls required to assist the secretary of the board in securely distributing board documents. The system offers the option of establishing specific access rights to every individual, which includes limitations on viewing and printing as well as the date of expiry for PDFs visible watermarks and the ability of viewing who has had access to the document.