Directors & Boards articles from June 1997

Directors & Boards archives from June 1997

One-on-one with Chou En-lai. (multiboardism)
June 22, 1997... Why don't critics of multiboardism realize that many busy people have the capacity to juggle multiple responsibilities? Who decides? This is a core policy question. It arises in governance. Consider limits on directorships: In late 1996, an...

When the CEO won't go.
June 22, 1997... The biggest problem facing a board is a CEO who will protect his position at all costs. Cats may have nine lives, but the term of some CEOs may outlast all but the hardiest cats. A company's announcement of a new CEO may be relatively...

Articulate a conceptual framework. (decision making among board of directors)
June 22, 1997... A worthy goal of such an exercise is to lessen the ambiguity of director decisionmaking. No one, including directors and their critics, understands how boards really work! The problem is lack of a conceptual framework. A rudimentary...

Let's see some CEO grit.
June 22, 1997... Rare is the CEO who publicly objects to having political correctness imposed on his governance. The frustration voiced earlier this year by pension fund managers with Walt Disney Co. Michael Eisner's refusal to obediently behave according to...

The Living Company.
June 22, 1997... In his thought provoking book, Arie de Geus, former head of strategic planning at Royal Dutch Shell, grapples with the main topic on the minds of senior executives and board members: Ensuring corporate survival in a climate of constant change and...

The Investment Opportunity of a Lifetime: Hong Kong 1997 and Beyond.
June 22, 1997... The MCConnells, counselors to Western investors on investment in the East, have written a worthwhile book for anyone who wants to get a quick handle on what is going on in Hong Kong and China. However, I must observe that it lays out an...

Governance the H-P way. (Hewlett Packard)
June 22, 1997... Our deep-rooted company culture shapes the context in which our board operates - with our extraordinarily high value on performance, responsiveness to customers and shareholders, and ability to speak very openly with one another. In the five...

Needed: a mission statement for directors.
June 22, 1997... Since the 'bottom line' for any board is shareholder return, boards should formally acknowledge the primacy of this mission. This article is not about creating fast fixes for the short-term benefit of shareholders. It is not about sacrificing...

Geneen on executive pay. (Harold S. Geneen)
June 22, 1997... Boards must show more gumption in evaluating the CEO's performance. Here's how we could make the current system work better. You have to ask, What are corporations paying those mega-millions for? The solemn answer comes back from the board of...

Constructive thinking on CEO evaluation.
June 22, 1997... In narrow efforts to measure performance, boards run the risk of subverting their higher-order role to offer sound judgments and informed counsel to management. Along the way to the governance renaissance, the principal responsibility of...

M&A as an ultimate test of governance. (mergers and acquisitions)
June 22, 1997... There are few events where boards can add more value than in advising management through all stages of a merger. Handling mergers and acquisitions from their inception through their long-term performance now looms as the ultimate test of the...

Seasoned advice from the merger arena.
June 22, 1997... How to make sure your acquisition turns out to be what you thought you bought. This classic piece of advice on deal-making appeared in our Winter 1985 issue. At the time of publication, Sam Segnar was chairman and CEO of InterNorth Inc., a $5...

The appeal of the equity carve-out.
June 22, 1997... Here is what a carve-out does to help companies exploit growth opportunities and increase shareholder value. The purpose of a corporate center is to do for the subsidiaries what they cannot do effectively for themselves. Many structures serve...

When a grand jury subpoena arrives.
June 22, 1997... What's a director to do? Here are some pitfalls to avoid and steps to take. Your nightmare has come true: an FBI agent appears at your office with a subpoena stemming from a grand jury investigation of a company on whose board you sit. While...

My years with the Pfizer board. (personal narrative)
June 22, 1997... Heading the HR function offered a superb opportunity to observe and support the evolution of an exceptional board. Before retiring at the end of last year, I worked for Pfizer for over 36 years, the last 12 as corporate vice president and...

Recruiting CEOs to startup companies.
June 22, 1997... Boards of directors will want to look for high scores in these 10 categories of professional experience and personal characteristics. Federal Express. Microsoft. MCI. These powerhouses of the American and global economies were not too long ago...

Directors Roster. (survey of corporate directors)
June 22, 1997... In affiliation with Spencer Stuart - a quarterly record of new director appointments According to Spencer Stuart's survey of 100 of the nation s largest companies, 73 reported that their boards had set a mandatory retirement age for outside...

On coming up to code. (corporate governance)
June 22, 1997... The most difficult question of all is the relationship between corporate governance and performance. Why has corporate governance become such a matter of public interest around the world? And why are boards of directors the primary target for...