Directors & Boards articles from June 2002

Directors & Boards archives from June 2002

The end of 'fast and loose'. (Letter From The Chairman).(accountability of corporate directors)(Brief Article)(Column)
June 22, 2002... NINETY MILLION Americans can't be wrong. They have grown suspicious and even contemptuous of corporate chieftains. Over the past two years, these shareholders have lost trillions of dollars. Investment portfolios and retirement accounts have...

In the up cycle.(corporate director stock ownership)(Brief Article)(Editorial)
June 22, 2002... WHILE WE HAVE BEEN in a bear market for stocks this year, we have been in a roaring bull market for corporate governance. Just as with any other aspect of business, governance has its ups and downs, its active and quiescent cycles. This year...

Corporate America speaks...polyphonically. (Quiddities).(comments on corporate governance standards and reform)(Brief Article)(Column)
June 22, 2002... 'Everybody wants ta get in-ta de act!' - J. Durante MY 1997 COLUMN "Corporate America Speaks" praised the Business Roundtable's then-new Statement on Corporate Governance, principally because it emphasized substance over structure and,...

Lessons of Enron: what the Enron bankruptcy means for your D&O insurance coverage. (D&O Insurance Update).(directors' and officers' liability insurance)(Brief Article)(Column)
June 22, 2002... BY NOW, you've got to be sick of hearing about Enron. While I'm sure you're tempted to tune out the coverage completely, I suggest you fight that urge if your company is about to purchase or renew its D&O insurance policy. In this column, I...

Tone at the top: there is nothing more important for the board to care about, and to assess. (Some Things Considered).(corporate culture and ethics)
June 22, 2002... WHO KNOWS the origin of this phrase "tone at the top"? Used in recent years as the title of a newsletter of the Institute of Internal Auditors, it is not found in Bartlett's Familiar Quotations. It has, however, served to describe an important...

Covering your assets: the importance of products liability due diligence when making an acquisition. (Legal Brief).(Brief Article)
June 22, 2002... LITIGATION due diligence has always been an important part of the acquisition process, but it has never been more critical than it is today. Multimillion-dollar products liability verdicts have become routine, and plaintiffs' counsel have...

Honest questions needing honest answers: five straightforward queries that compensation committees should be asking...and answering.(Brief Article)(Column)
June 22, 2002... ALL EYES ARE ON the audit committee as a result of the recent spate of corporate fiascoes. But the truth is, compensation committees need more attention, too. These committees could be much more effective if they asked the following five...

CIA, Inc. (Director Library).
June 22, 2002... By F.W. Rustmann Jr. Published by Brassey's Inc., Washington, D.C., 217 pages, $27.50 "BUSINESS IS WAR," writes F.W. Rustmann in his new book, CIA, Inc., about applying to the business world what he learned during 24 years in the...

Paying for Performance: A Guide to Compensation Management. (Director Library).
June 22, 2002... Peter T. Chingos, Editor Published by John Wiley & Sons Inc., New York, 389 pages, $65.00 AS THE U.S. ECONOMY struggles for equilibrium and makes shaky attempts at rebound, we find ourselves living as never before with a high degree...

Should directors ever sell? (Director Accountability).(should law forbid corporate directors from selling company stock?)(Panel Discussion)
June 22, 2002... What if directors were required to hold for the duration...to not sell their shares during their board term? Would that be a progressive 'post-Enron' reform to enhance board oversight of management and strengthen the sense of shareholder...

System failure, system renewal. (Governance Leadership).
June 22, 2002... How should the interests of the public be protected in a governance environment dominated neither by sinners nor saints? And, how can that protection be made available in a manner that does minimum damage to the private enterprise system? It's...

Spare yourself from a capital crisis; mismanagement can occur in the blink of an eye when business circumstances change. There can be no quarreling with the overarching principle: managing working capital is vital. (Corporate Restructuring).(Column)
June 22, 2002... MOST FAILING COMPANIES are about to run out of the indispensable fuel of a going business -- working capital. But such a crisis is nearly always a result, not a cause, of a long series of previous follies, typically stemming from a faulty...

Tyco's betrayal of board governance. (Board Accountability).(Column)
June 22, 2002... From this tangled web of related-party transactions, intra-board lawsuits, personal tax evasion indictments, and other value- and trust-destroying exploits, some recommendations for director accountability readily suggest themselves. ...

Do you understand your D&O policy? It has never been more critical for directors and officers to comprehend the scope of their coverage. These five questions will start the process. (D&O Insurance).(Directors' and officers')
June 22, 2002... THIS PAST JUNE, 1 addressed the topic of directors and officers liability (D&O) insurance issues for a group of corporate directors at the annual Stanford Law School Directors' College. During the session I asked the audience how many of them...

Matrix management: recipe for chaos? When it works, it works well. When it doesn't, it's a fast track to disaster. The strengths of the model appeal to many corporations today, but not all are suited for a matrix structure. (Organization Management).(Column)
June 22, 2002... THE MENTION OF ITS NAME can stir a gamut of reactions. Supporters call it invaluable, a critical component to the success of their organization. Detractors rail against it as the worst idea ever devised, one that has cost businesses untold...

The lead director in fund governance: without inflating the importance of the position or the person, here is some guidance on how the lead director can take the lead in enhancing board effectiveness.
June 22, 2002... IT' S EASIER FOR A GROUP to do something when someone is in charge. The Investment Company Institute recognized this general managerial maxim when it published its "Best Practices" report for mutual fund directors in 1999. The report, entitled...

Commemorating a quarter-century milestone for Directors & Boards. (A Governance Milestone).(Brief Article)
June 22, 2002... ON A SPLENDID SPRING EVENING high on the rooftop of the U.S. Chamber of Commerce building, with a stunning view overlooking the White House and other Washington landmarks, a group of authors and colleagues of DIRECTORS & BOARDS gathered to mark...

At the reception. (A Governance Milestone).
June 22, 2002... A spirited gathering of D&B authors and colleagues celebrated this quarter-century milestone in governance and publishing. 1. DIRECTORS & BOARDS founder Stanley Foster Reed with John Nash, president emeritus of the National Association of...

The CEO's 'first hundred days': companies need a more formal and open process to let the CEO pick his team. Boards can start by considering several proactive steps. (Spencer Stuart/Governance Letter).(Column)
June 22, 2002... OVER THE PAST YEAR new CEOs have taken their seats at AT&T, Honeywell, IBM, Lucent Technologies, Kodak and several other global companies, and will soon be showing up for work at others. Some of these transitions are part of long-anticipated...

Raising the bar in the boardroom: new expectations and standards warrant a best-practices review. This checklist provides a starting point for identifying strengths and weaknesses in your governance structure. (Spencer Stuart/Governance Letter).(Column)
June 22, 2002... THE SILVER LINING to the recent rash of corporate scandals -- triggered by the short-term self-interest of executives -- is a new focus on the long-term health and well being of companies. Leaders at public corporations of all sizes and across...

Directors Roster: in affiliation with Spencer Stuart -- a quarterly record of new director appointments. (Spencer Stuart/Directors & Boards Directors Roster).(Brief Article)(Statistical Data Included)
June 22, 2002... IN THE SEVEN YEARS that DIRECTORS & BOARDS has tracked board recruitment, lawyers have never comprised a significant percentage of new members. There are a variety of factors for that, not least of which is the thorny potential attorney/client...

Spencer Stuart/Directors & Boards Directors Roster. (A-G).
June 22, 2002... 1-800-FLOWERS.COM 1600 Stewart Avenue, Westbury, NY 11590 has added to its board: Mary Lou Quinlan Chief Executive Officer JUST ASK A WOMAN 79 Madison Avenue, 5th Floor, New York, NY 10016 Bio Notes: Founded Just...

Spencer Stuart/Directors & Boards Directors Roster. (H-Z).
June 22, 2002... HAGGAR CORP. 6113 Lemmon Avenue, Dallas, TX 75209 has added to its board: Donald E. Godwin Chairman and CEO GODWIN GRUBER PC 1201 Elm Street, Suite 1700, Dallas, TX 75270 Bio Notes: Specialties include energy,...

A view from the turnaround trench: don't let this day of reckoning completely dull our appetite for risk. (Endnote).(Column)
June 22, 2002... I WORK IN THE corporate restructuring and insolvency industry, and have for almost the past 30 years. I am probably one of the few who can truthfully say that it's not been a bad business environment for my company lately, although for a...