Kathleen M. Franklin

Kathleen has 30 years of experience working with Boards of Directors and CEOs of Fortune 500 global companies, both as a senior executive and as a trusted advisor.  Her diverse business experience includes risk management, corporate governance, M&A, crisis management and executive compensation; and her industry experience spans entertainment, electronics, medical devices, healthcare, construction, cable television, insurance, energy and consumer products. 

Today, she leads global ethics and compliance strategy at Sony where she acts as Sony Group’s Global Ethics and Compliance Strategy Leader and as the chief compliance officer for Sony Corporation of America.  At Sony, she devises enterprise-wide solutions for its critical legal and regulatory risk areas including fraud and financial crimes.  Since joining Sony, she has implemented multiple initiatives to improve the effectiveness of its ethics program including a compliance technology solution that improves business analytics, reduces risk exposure and reduces costs.

Kathleen serves as an independent director of the Bank of the Ozarks (NASDAQ: OZRK), a regional bank with $20 billion of assets as of June 2017.  She sits on the board’s Nominating and Governance and the Risk Committees.  

Prior to joining Sony, Kathleen was a Partner and Co-Chair of the Corporate Governance Group for Boies, Schiller and Flexner, LLP, an AmLaw 100 law firm that has been described by The Wall Street Journal as a “litigation powerhouse.” During her tenure at Boies, she represented high profile corporate clients including Adelphia Communications, Qwest Communications and Maurice R. “Hank” Greenberg, Chairman and CEO of C.V. Starr & Company and former Chairman and CEO of American International Group. 

Examples of some of the complex transactions Kathleen has been involved include:

  • Working with Adelphia independent board members and interim CEO on key issues following the discovery of the Rigas family fraud to maximize return to shareholders, including initiation of Chapter 11 reorganization, settlements with regulators and prosecution of civil action against the Rigas family. Established governance and internal control systems necessary to fulfill the newly adopted SOX requirements.
  • Guiding a public company board though an auction process and bidding war that resulted in tripling the ultimate value to shareholders.
  • Successfully leading client engagements on a broad range of strategic transactions including a $12.7 billion restructuring, $1billion self-tender and numerous multimillion dollar secured financings, joint ventures, acquisition and sale transactions.
  • Counseling public company compensation committees on how to restructure executive compensation systems to recruit, retain and incentivize.

Kathleen is engaged in various professional and civic organizations and has provided board leadership on several non-profits throughout her career, including the Northeastern New York Chapter of the American Red Cross and Wildwood Programs, Inc. (a social services organization that provides educational, recreational and community based residential services to over 1500 individuals with autism and learning disabilities).  During her tenure at Wildwood, she served as a member of the Board’s Finance and Audit, Legislative and Advocacy and Planned Giving Committees. She is a frequent panelist and speaker on a variety of issues including corporate governance, compliance and ethics.  She is also a guest lecturer at Fordham Law School’s Corporate Compliance Program.  

Kathleen graduated magna cum laude from Siena College, Loudonville, New York, where she received a Bachelor of Science degree in Business Administration.  She graduated magna cum laude from Albany Law School of Union University and earned an LL.M in Taxation from New York University School of Law.  In March, 2007, Kathleen was one of 20 women selected by a panel of experts based on her financial expertise and business acumen to comprise the inaugural class of the DirectWomen Board Institute.

She resides in New York, New York.