“‘It appears that failure of the committees to ensure appropriate management of these risks set the stage for the data breach, which has resulted in significant losses to the company and its shareholders,’ ISS wrote.ISS, which rarely recommends voting against a majority of the board, added that actions Target took in response to the breach, like replacing the chief information officer and beefing up its security protocols, appear “largely reactionary” and could have prevented the data breach from occurring had the company implemented them sooner.”

via Target Shareholders Should Oust Directors, ISS Says — 2nd Update – WSJ.com.

DISCLOSURE: Target has publicly stated that Promontory, my employer, has been engaged to assist Target.