A career of success in deals and mentoring

Carol Ward is this year’s recipient of the lifetime achievement award as a result of her work both in guiding major firms through times of governance and corporate transformation, and in guiding young professionals on the values of good corporate governance.

‘Carol has been very active in the governance community for the 25 years I have worked in the field, and probably longer,’ says Lydia Beebe, founder of LIBB Advisors and director of Kansas City Southern, EQT Corporation and Aemetis. ‘She makes herself available to others as a sounding board, mentor or just a good listener. She has quietly helped so many of us over the years, without ever seeking attention or glory for herself.’

Ward started life in the governance world with a 23-year stint at Cigna Corporation in Philadelphia, where she was corporate secretary and chief compliance officer. During that time, she advised the board, executive management and employees on parent and subsidiary corporate governance and headed up the firm’s compliance program.

Among other achievements, she worked on important aspects of the corporate restructuring and regulatory approvals in advance of the sale of Cigna’s property/casualty business. She also advised Cigna’s group insurance and investment businesses in Connecticut and created and implemented strategies for the corporate and legal affairs departments, including policies and practices as well as initiatives to increase efficiency and improve services.

After Cigna, Ward spent 12 years at Kraft Foods as vice president and corporate secretary. In that role, she and her team advised the board, executive management and employees around the world on parent and subsidiary corporate governance, shareholder engagement, securities law and executive compensation.

During her time at the company, she played important roles in Altria’s 2007 spin-off of Kraft Foods, Kraft Foods’ acquisition of Cadbury and the 2012 spin-off of Kraft Foods’ North American grocery business, which led to the company’s renaming as Mondelez International. These deals involved implementing effective governance practices, building and refreshing board composition, undertaking shareholder engagement and tackling investor activism.

Ward has been heavily involved in developing talent during her career, acting as sponsor and mentor to many employees both within and outside of her teams. She was a member of Cigna’s financial development program advisory board, created and ran an international mentorship program for Mondelez International’s corporate and legal affairs department and has coached law students during internships with Mondelez.

Asked about the importance of mentoring young professionals, Ward says: ‘I think corporate governance is important. If I can expose professionals to it early in their careers, they can bring it with them wherever they go.’

Among other things, Ward is also a believer in diversity. ‘I think diversity of thought and diversity of experience is so important,’ she says. ‘My strongest teams have been my most diverse teams: they came up with the best ideas and did the best work. They were also the teams that liked to learn and grow, which meant they could – and did – continue to do better and better work.’

After retiring from Mondelez, in January 2019 Ward joined Chicago-based Corporate Governance Partners, a corporate governance software start-up, as senior adviser. Outside of her day job, she is a founding and continuing member of the advisory board of the University of Delaware’s John L Weinberg Center for Corporate Governance.

She is long-time member of the Society for Corporate Governance and was chair from 2001 to 2002. She is also an inaugural member and co-chair of the commission overseeing the society’s certified corporate governance professional credential.

This article originally appeared in the latest Corporate Secretary special report.