Directors & Boards articles from March 1994

Directors & Boards archives from March 1994

The way to security. (CEO job security depends on their ability to create value) (Letter from the Chairman)
March 22, 1994... For decades corporate boards watched as their once mighty companies were humbled with shrinking market shares and disappearing profit margins. They sat passively by while their CEOs explained away sub-par performance on matters "outside their...

'Boards can work!.' (role of corporate boards in replacing ineffective management)
March 22, 1994... Governance has measurably improved, and the focus now should be on a process that will provide directors with more leverage on ineffective management. In the recent past fund managers, and pension fund managers in particular, have been...

Directors don't have to be perfect. (corporate directors; coping with limitations)(includes related article)
March 22, 1994... There are significant limitations that directors must learn to cope with as they strive to be effective board members. A perfect director is one whose greatest flaw is his or her inability to accept a flawed world. It has also been said that...

Performance assessment in the boardroom. (corporate boards)
March 22, 1994... Here are steps boards are taking to evaluate themselves both as a group and as individuals, and some suggestions for how to do assessments. In seminars, symposiums, and boardroom discussions about creating more vital boards, one of the hot new...

A policy statement on governance. (statement of Teachers Insurance and Annuity Association-College Retirement Equities Fund)
March 22, 1994... 'TIAA-CREF believes certain principles are the hallmark of an equitable and efficient corporate governance structure.' Teachers Insurance and Annuity Association-College Retirement Equities Fund, as responsible long-term investors, recognize...

Good governance is good business. (corporate governance boosts Campbell Soup Co.'s performance)
March 22, 1994... In improving from lackluster performer to top performer, Campbell Soup Co. demonstrates the benefits of embracing exemplary governance. When you attend a Shakespearean play performed by renowned actors, you pay a hefty admission fee and your...

The 10 commandments of ownership. (guidelines for shareholders; corporate ownership)
March 22, 1994... Here is a set of guidelines for institutionalized investors in exercising their role as responsible professional owners. Economists now estimate that approximately 47% of the private capital in the U.S. economy is controlled by public pension...

The new board: redrawing the lines. (interaction between board of directors and management)(includes related articles)
March 22, 1994... Both directors and CEOs need a new way to work together to broker new accountabilities, responsibilities, and decision rights for both sides. "The board should not be a chore for the CEO. If it is, get rid of it." "Some directors feel their...

Orchestrating the renewal. (revitalizing corporate board; creating high-performance board of directors)(includes related article)
March 22, 1994... Formal research is beginning to illuminate the path to creating and maintaining a high-performance board. One of the current challenges faced by executives in building effective and high-performing organizations is the creation and maintenance...

The compensation committee's destiny. (developing executive compensation plans in line with regulations of IRS and Securities and Exchange Commission)(includes related article)
March 22, 1994... Look for the job of the compensation committee to be far more complex and time-consuming. Here is some help navigating the new rules of the road. In recent months, significant changes have occurred in the rules that directly affect the...

Striving for 'pay efficiency.' (compensation committees; guidelines for creating executive compensation programs)
March 22, 1994... Here are suggestions for compensation committees in constructing a program that will help build corporate value. In my opinion, American corporate CEOs, in general, are significantly overpaid. Their job responsibilities and risks just do not...

The Chairman/CEO separation: view one. (separation of roles; corporate governance in UK)
March 22, 1994... What can American boards learn from the British? The need to bring back into balance a relationship that has become seriously unbalanced. It has long been taken for granted by Americans that our country leads the world in the techniques and...

The chairman/CEO separation: view two. (separation of roles)
March 22, 1994... It is time to recognize that capably executing the duties of both chairman of the board and CEO is becoming too much to ask of one human being. Normally it's a seven-to-seven day. Little open space in the daily agenda. No matter if the CEO is...

Paying the separate chairman. (developing new compensation model for corporate chairman)
March 22, 1994... In separating the chairman and CEO positions, it is appropriate that a new pay philosophy and compensation model for the chairman be developed. In many respects, the 1990s has been the decade of the shareholder. As institutional investors have...

The future role of the audit committee.
March 22, 1994... Be prepared: The next five years may see radical changes in the audit committee's responsibilities. In today's complicated reporting environment, a good audit committee is worth its weight in gold. Price Waterhouse has just completed a survey...

The board as change masters. (role of corporate boards in making organizations more effective through change)
March 22, 1994... General de Gaulle's first law of politics was 'always take credit for the inevitable.' Change is the new inevitability for every board. The chief executive of a successful global business told me that the best companies "see change as the...

New approaches to executive pay. (designing compensation programs)
March 22, 1994... By signing the Omnibus Budget Reconciliation Act of 1993 on August 10, 1993, President Clinton with a stroke of his pen raised taxes and sent experts scurrying to find new ways to reduce the tax burden of America's key executives. But Mr. Clinton...

Directors roster. (new outside director additions to corporate boards) (Directory)
March 22, 1994... Cambridge Holdings Ltd. 191 University Boulevard, Suite 302 Denver, CO 80206 Bio Notes: Has been engaged in venture capital and other corporate activities for the past 20 years. Age 41. CWI operates PC Performance Centers |TM~ and other...

The Director's Institute is launched. (Director's Institute program of Wharton School of Business and Spencer Stuart train directors on corporate governance)(includes related articles)
March 22, 1994... The Wharton School and SpencerStuart have developed an innovative corporate governance learning experience. "The day of the corporate director who merely attends meetings and votes is going fast. The complexity of corporate problems has...

The lessons from American Express. (American Express Co.)
March 22, 1994... Each year the National Association of Corporate Directors designates a Director of the Year, an executive who "best exemplifies the qualities and characteristics of good corporate governance," according to NACD President John M. Hash. Honoree for...