Thursday December 04, 2008
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accounting & audit board administration calpers ceo ceo succession compensation corporate governance credit crisis director news executive compensation korean investment corp. kuwait investment authority merrill lynch mizuho corporate bank of japan proxy say on pay sec shareholders strategy & leadership Strategy & LeadershipA Higher Order of ThinkingOctober 1,2008 by Nat Stoddard and Claire WyckoffAlbert Einstein reportedly remarked that “it takes a higher order of thinking to solve a problem than it took to create it.” For most boards, often the most difficult and, without doubt, important issue is succession planning. Recent events on Wall Street only underscore this reality. Full Story   Becoming a Super Lead DirectorOctober 1,2008 by Theodore L. DysartWhat personal attributes does a lead director need to meet the subtle challenges of the role? A series of conversations with some outstanding lead directors turned up surprising agreement about the personal characteristics and technical qualifications that the role requires. Full Story Candid and Open Discussions Lead to Good Decision MakingOctober 1,2008While compliance and management succession are the two primary responsibilities of corporate directors, two other important duties include managing conflict and creating consensus on important decisions. Full Story Editor's Letter: The Global BoardroomOctober 1,2008 by Joseph McCaffertyAs far back as Magellan and as recently as Jack Welch, business leaders have prophesied to the masses and the magistrates the importance of global markets. What is different today is that corporate boards are starting to realize that they need global expertise and a global mindset in the boardroom. Full Story From Brazil to DubaiOctober 1,2008 by Gretchen MichalsWith increasing frequency, directors are crossing borders to serve on boards and facing a host of cultural differences. Boardrooms in other countries are forcing American directors to learn more than whether they are presenting their business cards appropriately. Full Story Get Smart About Intellectual PropertyOctober 1,2008 by John Cronin and Rachael SchwartzGiven that intangibles represent, on average, almost 70 percent of a company’s assets and much of this is comprised of the intellectual property (IP) of a company, it stands to reason that the board must be intimately involved in understanding the size, health, and growth of this often-misunderstood asset class. Full Story How Good Is Your Comp Consultant?October 1,2008 by John EllermanAmid today’s intense scrutiny of executive pay, compensation committees face growing pressure to be completely transparent with regard to the role that compensation consultants play in their deliberations. In this environment, committees are paying closer attention than ever to the qualifications and performance of their executive compensation consultants. Full Story  Inside the Mind of Warren BuffettOctober 1,2008Alice Schroeder, a Wall Street analyst turned biographer, scored one of the most sought after assignments in the book world when Warren Buffett agreed to cooperate with her for a book about his life. Full Story Need to Know: October 2008October 1,2008Boards of directors continue to feel the heat over the meltdown in financial markets, with many critics placing the blame, fairly or not, on the backs of boards. Amid all the uncertainty, one thing is certain: Never before have such significant challenges been placed before management and board directors. Full Story Pay Plans That Drive PerformanceOctober 1,2008The topic of executive compensation continues to be “radioactive.” Yet the good news for directors, according to Jannice L. Koors, the Chicago-based managing director of Pearl Meyer & Partners, is that “with good planning and the right protections you can survive it.” Full Story  The New GlobalistsOctober 1,2008 by Joseph McCaffertyWhen Goldman Sachs wanted to make an addition to its board this past summer, it could have picked nearly anyone it wanted. It could have selected a political heavyweight or any well-known American Fortune 500 CEO. Instead, the investment banking giant, which recently recast itself as a bank holding company, set its sights abroad. Full Story Where Common Sense RulesOctober 1,2008 by Yvonne ChenSuccessfully managing the relationship with an independent compensation consultant is as much rooted in common sense as good governance. In recent years, expanded proxy disclosure and economic woes in certain industries have focused attention on shortcomings in the compensation committee’s oversight of executive pay and performance. Full Story Where Directors Draw the LineOctober 1,2008 by Christopher Y. ClarkEach year thousands of C-suite executives have the epiphany that they want to be or should be corporate directors of major U.S. companies---somewhat shocking given the financial and reputational risks that board members have become exposed to over the last six years. Full Story Coda: September 2008September 1,2008 by Jeff CunninghamAlthough it is a time of challenge for directors and CEOs, some get hurt while others get helped. Full Story  Learning From FailureSeptember 1,2008Sydney Finkelstein is the coroner of the business world: He examines the wreckage of dead or dying companies to find out what happened. The professor at the Tuck School of Business at Dartmouth is less interested in what executives do right, than in what they do wrong. Full Story Need to Know: September 2008September 1,2008Delaware Supreme Court rules in boards’ favor in AFSCME v. CA Inc.; short sellers on a shorter leash; Apple unbitten; activists win CSX battle; support wanes for say on pay; more. Full Story Q&A with E&Y's Jim TurleySeptember 1,2008Jim Turley's favorite mantras are “quality” and “integrity.” With these guideposts, the chairman and CEO of audit firm Ernst & Young steered one of the world’s largest professional services firms, with more than 130,000 employees in 140 countries, through some of the most difficult periods in the history of accounting. In his view, the profession has emerged much better for wear. Full Story Succeeding at SuccessionSeptember 1,2008One of the greatest responsibilities shared by boards—indeed, some argue it is the single most important job of the corporate director—is to manage CEO succession. Full Story The Furor That Wasn'tSeptember 1,2008 by Paul HodgsonWith the pressure building due to everything from “say on pay,” to proxy access, to continued concerns about high-level payoffs for CEOs overseeing billions of dollars of writedowns, it was expected to be a noisy annual meeting season. Surprisingly, it was not. Full Story  The Most Influential Are...September 1,2008Introducing the second annual list of the most influential people on boardrooms and in corporate governance. This year, given the economic climate, we put more emphasis on those who influence the board’s strategic and economic agenda, including regulators such as Barney Frank. Full Story The Shrinking Shelf Life of a DirectorSeptember 1,2008 by Gretchen MichalsLike CEO tenure, director terms are growing shorter. The contracting tenure of CEOs and other C-suite executives is cause for worry among proponents of the long-term view. Now directors are also increasingly leaving, or being forced out, after shorter stays. Full Story Who’s on First?September 1,2008 by Patrick McGurnShareholder-director communication is the governance world’s hottest topic. Self-anointed Blue Ribbon wearers, proxy season pundits, and even Presidential candidates all urge directors to open dialogues with investors. As directors reach out, however, their talks often resemble the famous Bud Abbott and Lou Costello comedy routine “Who’s on First?” Full Story  Economy: A Plan For All SeasonsJune 5,2008 by David Katz and Laura A. McIntoshEconomic forecasts range from dire to optimistic, and the march of unexpected events continues without end in sight. In this current period of volatility, directors may be surprised at how quickly a company’s fortunes can change. They may find themselves in a difficult situation through no fault of their own or their board’s. Full Story Making the Most of Executive SessionsJune 5,2008 by Edward F. SmithCandor and unvarnished viewpoints are tremendously important to the audit committee in its oversight role, which is why executive sessions are now standard fare for audit committees. What’s not standard is the value and insight that these sessions produce: Many audit committees continue to wrestle with various factors—like timing and frequency, what’s discussed, who participates, and follow-through with management—that can help, or hamper, the committee’s efforts to get the most out of executive sessions. Full Story The Crisis in Healthcare BoardroomsJune 5,2008 by Robert GadaletaPoliticians frequently speak of the healthcare crisis in America. Although most discussions focus on the lack of health insurance or proper care for uninsured patients, there is another crisis brewing in the boardrooms of healthcare institutions across America. Increasingly, healthcare organizations and their boards of directors are under intensifying scrutiny from government regulators, politicians, and the plaintiffs’ bar. Full Story  Viewpoint: If You Can't Beat 'Em...June 5,2008 by Frederic W. CookExecutive compensation and perceived abuses of the system by some companies have continued to put compensation committees under the microscope. To avoid the risk of a legislated advisory vote on pay, directors might consider a compromise. Full Story  A 'Chewable' Poison PillJune 1,2008 by Gretchen MichalsHarvard Professor Lucian Bebchuk is on a quest to modify the corporate takeover defense mechanism known as the poison pill. And boards are taking notice. Full Story Peer Exchange: A Systematic Approach to RiskJune 1,2008At the conclusion of World War I, French Prime Minister Georges Clemenceau famously said that war was too serious to entrust to soldiers. The same can be said of risk: it is too important to be left solely to corporate compliance officers. That was the broad consensus when a Directorship Roundtable was convened on the topic of corporate governance and compliance. Full Story Reputation in the Age of Media ChaosMay 1,2008 by Ed Fouhy and Morton DeanThe policy for corporations in trouble is to get the fullest possible version of the facts out as quickly and as transparently as possible. A company's reputation is one of its most valuable assets, and directors need to do everything them can to guard against damage to it. Full Story  What Worries Corporate Directors?May 1,2008 by Judy WarnerA slew of board surveys show that boards are increasing their number of independents, and working slightly fewer hours. They also show that strategic initiatives, rather than compliance and regulation, are now at the top of the board's list of concerns. Full Story |
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