As companies and board of directors know, the law imposes upon them a duty to preserve potentially relevant electronically stored information (ESI) – just like paper documents – related to possible claims and defenses when litigation is “reasonably foreseeable.” Many boards today rely heavily on email communications to disseminate board documents, and board members often rely on their personal or non-board business email systems and computers to store or maintain “local” copies of those important documents. The problem is that these local personal document repositories, such as Gmail, personal and non-board company computers and servers, can be subject to ESI preservation, search and review in the event of litigation.
If every board member maintains board documents on his or her personal and work computers, in web-based email accounts, and possibly company servers, this can dramatically increase the scope and cost of the electronic discovery process. Beyond the costs of a broader document search, this also opens a board member’s email and/or computer hard drive to scrutiny in the litigation, which has even wider ramifications.
What Can a Board Member Do?
One of the best solutions to this problem is to create a central ESI repository of board documents. That’s exactly what Govenda’s board portal secure board meeting software does. Boards using Govenda have a central location for board materials, so board members never need to save a “local” copy of any document or relevant communications and actions of the board. And in the event of litigation, counsel for the board will likely be able to limit board member “discovery” to the Govenda ESI repository, reducing legal costs and insulating board members’ personal and non-board professional information from the e-discovery process.