Directors & Boards articles from June 2006

Directors & Boards archives from June 2006

The last plane out.(corporate executives)
June 22, 2006... YOU KNOW what it's like sitting around a board table trying to schedule an ad hoc meeting with your fellow directors. Finding a date, even for a telephone meeting, is not easy, and is made more difficult as over-50-something executives try to...

Of tiffs and tips.(Corporate directors)
June 22, 2006... A boardroom tiff much in the news as this edition went to press is the situation at Tribune Co. Director dissent surfaced when management proposed taking on $2 billion in debt to buy back 25 percent of the company's stock. Seven of the board's...

Not the 'real thing': the flawed formula of Coca-Cola's board pay plan.(QUIDDITIES)
June 22, 2006... BECAUSE Warren Buffett has as good a claim as anyone to be acknowledged as the greatest investor of all time, surely it is prudent to hesitate before taking issue with business ideas he has embraced. But what to make of the new Coca-Cola...

There are no shareholders anymore: how to run a business when your ownership turns over every year (or less).(SUTTON'S LAWS)
June 22, 2006... THE DIRECTOR'S JOB is clear. Serve the shareholders. But recent trends make that neat job description tough to follow. Say you're on the board of Exxon, Wal-Mart, or GE. At GE you've got about 10 billion shares outstanding, and on an...

Start off right with your D & O application: a strong D & O insurance policy needs a solid foundation.(D & O INSURANCE UPDATE)
June 22, 2006... A MATERIAL misstatement or omission in a D & O insurance application may give your insurer the right to void the policy. Notwithstanding this possibility, some corporate managers complete an application with too little appreciation for the...

The new guardians? Institutional owners can exert a powerful influence on governance. The question is, will they ever embrace that role?(LEGAL BRIEF)
June 22, 2006... IN TODAY'S corporate governance environment, accountability, independence, and transparency are the watchwords, and directors are seen as the watchdogs. The stockholders are seen as having an economic stake in the company but with little...

Directors from academia can fill gaps in talent: there are three types, and each can make a distinctive contribution to a board's deliberations.(GUEST COLUMN)
June 22, 2006... INCREASINGLY, U.S. public companies are turning to academics as nonexecutive directors. Spencer Stuart reported that 10 percent of new independent directors appointed in 2005 came from academic or nonprofit backgrounds, compared with 2 percent...

Riding Shotgun.
June 22, 2006... Riding Shotgun By Nate Bennett and Stephen A. Miles Published by Stanford University Press, Palo Alto, Calif., 208 pages, $27.95 MANY PEOPLE view the COO as the person who toils away in the engine room making sure the ship is...

The board: independent and interdependent; The first quality enables us to preserve and protect; the second, to pursue higher standards of economic achievement.(BOARD PRACTICES)(Cover story)
June 22, 2006... ONE OF THE TRUISMS of the past several years is that there is good governance and there is poor governance, and it's easy to tell them apart. With clear rules in hand, we can easily determine which companies are well governed and which are not....

When the alligator is about to bite: at Control Data, we believed we could do anything, no matter how tough, and that innovation would overcome all obstacles. Were we set up for a crisis!(CRISIS MANAGEMENT)
June 22, 2006... EVENTS THAT BLOCK our objectives and progress can be sources of great frustration. Some companies--and people--are able to cope, quickly regain their footing, and right themselves. Others are incapacitated; still others rage against the...

Status quo at the abyss?(CRISIS MANAGEMENT)
June 22, 2006... Faced with some combination of impending liquidity and capital-structure crises, companies and their boards of directors may consider multiple options. One option is to maintain the status quo and do nothing. This is roughly analogous to...

Feeding a board's 'appetite for strategy': how to get a board more engaged in strategy development? Three critical success factors come up consistently.(STRATEGY)
June 22, 2006... MUCH OF THE GOVERNANCE FOCUS in the first half-decade of the 21st century has been on compliance and the board's fiduciary responsibility to protect shareholders from financial fraud. More quietly, boards have continued to demonstrate...

Enrich your strategic mind.(STRATEGY)
June 22, 2006... I have found that law school prepared me substantially better for business than graduate business school did. The study of law forces you to dig deeply in the well of information and fully discern the facts. Fully understanding the facts helps...

Spinoffs: how to build just the right board; How many new CEOs have the chance to put together their own board of directors? And, best of all, to do it the right way?(DIRECTOR RECRUITMENT)
June 22, 2006... A SPINOFF OR SPLITOFF from the parent corporation is a once-in-a-lifetime opportunity for a public company management team to start with a blank sheet of paper and build a board that will help deliver long-term shareholder value. Spinoffs...

Director pay: what makes sense today; Compensation received should reflect the work done. Here is a model for the new corporate governance era.(DIRECTOR COMPENSATION)
June 22, 2006... OUTSIDE DIRECTOR COMPENSATION has increased significantly over the last few years in response to increased visibility and accountability around the directors' role in safeguarding shareholders. However, during this time there has been very...

'Blood is thicker than EPS': how to excel as a board member of a family-owned company.(PRIVATE COMPANY BOARDS)
June 22, 2006... OVER THE PAST FIVE DECADES I've had the privilege of serving on the boards of four very different family-owned and -operated companies. In fact, I started my career in the mid-1950s working for a small family-owned company that fabricated...

Director's guide: personal wealth management; Tips, strategies, and tactics for directors interested in managing and growing their wealth.(DIRECTOR WEALTH MANAGEMENT GUIDE)
June 22, 2006... Working with professional money managers AFTER FINDING HIMSELF suddenly liquid after the sale of his business, a member of the Institute for Private Investors described a feeling akin to vertigo. Focused on finding one "right" adviser, he...

Succession: reaching in, reaching down, reaching out; Boards are taking a new approach to succession management to provide the right talent at the right time and place.(HEIDRICK & STRUGGLES GOVERNANCE LETTER)
June 22, 2006... THE BOARD OF A major financial services firm faced a dilemma. Directors had begun working with the CEO on his succession well in advance of his planned retirement and were reasonably comfortable with the lead candidate. However, as the time for...

Directors Roster: a quarterly record of new director appointments.(Cousins Properties Inc. has appointed William B. Harrison Jr.)(CVS CORP. has appointed David W. Dorman)(DOMINION HOMES INC. has appointed Robert R. McMaster)
June 22, 2006... THE DIRECTORS & BOARDS Directors Roster--a quarterly record of new director appointments--is compiled from public and private sources by the editorial staff of DIRECTORS & BOARDS, and is sponsored by Heidrick & Struggles. Please forward your...

Company index.(DIRECTORS ROSTER)
June 22, 2006... Accuride Corp. Agilent Technologies Inc. Allete Inc. American Financial Realty Trust American Technology Corp. AmerisourceBergen Corp. Ametek Inc. Apollo Investment Corp. Applebee's International Inc. ...

Director index.
June 22, 2006... Addison, Jimmy, SCBT Financial Corp. Ahlmann, Kaj, SCPIE Holdings Inc. Anathan, Mone, Factory Card & Party Outlet Corp. Anton, Arthur, Sherwin-Williams Co. Aretakis, Nicholas, QuickLogic Corp. Armitage, Richard,...

A merger master's playbook: there is a time to buy and a time to sell, and always a time to do right for the shareholders.(ENDNOTE)
June 22, 2006... Ed Note: J.B. Fuqua (1918-2006) built a small manufacturer of bricks into a multibillion-dollar collection of businesses known as Fuqua Industries. This self-made entrepreneur who never went to college (but became a major benefactor to Duke...