Directors & Boards articles from March 2000

Directors & Boards archives from March 2000

An old question in a new economy.(Brief Article)
March 22, 2000... IS ANY CEO WORTH $1 Million A Year? In the 1982 Winter edition of DIRECTORS & BOARDS, the headline of an article highlighting a D&B-sponsored roundtable asked this question of 15 large-company chairmen. Their answer: "It depends on how it's...

A legacy examined.(Brief Article)
March 22, 2000... BACK IN 1988 I placed a call to Lake Forest, Ill., to the ho me of Jerome Van Gorkom. I invited him to come to New York to be the luncheon keynote speaker for a group of chief executives and board members that DIRECTORS & BOARDS was hosting for...

What would Ben do?(Brief Article)
March 22, 2000... Dot-com dealmaking presents directors with difficult valuation decisions. WHEN IN 1984 Walt Disney Co. was put "in play," company executives wondering how to react asked themselves: "What would Walt do?" In December 1999, a definitive...

Two special qualities that define a leader.(Brief Article)
March 22, 2000... Taste and sensitivity have a lot to do with a CEO'S success. Are you, as board members, attuned to these needs? SOME TIME AGO I was talking with a group of corporate directors about the characteristics of an ideal board member. After...

Your worst nightmare.(protecting directors' and officers' liability insurance coverage)(Brief Article)
March 22, 2000... How you can protect yourself against abrupt rescission of your D&O policy. WHEN YOU FIRST agreed to join the board of directors, you were confident that your company had in place the very best D&O liability insurance policy to protect your...

Board oversight of SEC investigations.(Securities and Exchange Commission)(Brief Article)
March 22, 2000... Don't underestimate the threat: Here are a few critical 'first response' steps. YOUR CFO ANNOUNCES that he has received a letter from the Division of Enforcement of the Securities and Exchange Commission, which wants to review the...

Dealing from a full deck.(corporate-wide risk management programs)(Brief Article)
March 22, 2000... Don't be caught holding the environmental joker when you sign on for a corporate-wide risk management program. MAJOR COMPANIES are now investing mega-millions in corporate-wide risk management programs marketed by the large management...

A most adept crisis manager.(theatrical character Claudius as model for crisis management)(Brief Article)
March 22, 2000... Claudius, of 'Hamlet' fame, offers a seven-step crisis management plan that prudent executives can apply today. CLAUDIUS, the villain in Hamlet, is one of the Bard's most adept crisis managers -- with one big exception. Claudius himself...

Determining Board Effectiveness: A Handbook for Directors and Officers.(Review)
March 22, 2000... By Lucy Alexander Published by The Conference Board, New York, 68 pages AS IS WELL KNOWN, the pressure for corporate performance over the last 15 years, principally but not exclusively driven by institutional investors, has put a more...

Robert Wood Johnson: The Gentleman Rebel.(Review)
March 22, 2000... by Lawrence G. Foster Published by Lillian Press c/o BookMasters, Ashland, OH, 736 pages, $30.00 THE 20TH CENTURY giant of business described in Robert Wood Johnson was many things -- executive, politician, commentator, lover of the...

Six Sigma.(Review)
March 22, 2000... by Mikel Harry and Richard Schroeder Published by Currency/Doubleday, New York, 300 pages, $27.50 THE AUTHORS set the stage for their book with the opening words of their preface: "We believe that Six Sigma is the most powerful...

Complacency is not an option.(Tyco International's L. Dennis Kozlowski)(Interview)
March 22, 2000... Smartly crafting deal upon deal, he has built a business that dominates its industry niches and delivers billions in shareholder value. How does Tyco's L. Dennis Kozlowski do it? BACK IN THE 1980s, Tyco International was, to put it bluntly,...

'Smith v. Van Gorkom' on its 15th anniversary.(landmark decision on corporate governance)
March 22, 2000... Ruled the court: Here was a board that did not exercise informed business judgment. What happened to warrant this landmark decision? And what has been its enduring importance? IN ADDITION to marking a new millennium, the year 2000 marks the...

ROUNDTABLE: The Legacy of 'Smith v. Van Gorkam'.(landmark decision on corporate governance)(Panel Discussion)
March 22, 2000... Revisit an astonishing moment in the governance of corporations as our panel assesses this landmark case's impact on how boards behave. A shock to the system. That's what the Delaware Supreme Court administered in 1985 when it handed down...

How to respond to 'disruptive technologies'.
March 22, 2000... What a board can do -- even a board with little technology experience -- to make sure company strategy is doing everything possible to stay ahead of the technological curve. Every company has always had to deal with change. Keeping pace...

Pay issues for directors of dot-coms.
March 22, 2000... Advice on compensation parameters, option grant terms and amounts, combating the lure of start-ups recruiting your executives, and other comp committee challenges. THE EXPONENTIAL GROWTH in Internet-related IPOs, combined with a limited...

The delicate matter of the 'Number Two'.(relationships between corporate boards and potential CEO successors)
March 22, 2000... As a board member, do you fear the loss of top talent? Here are ways to maintain the number two's sense of loyalty and purpose within a board-driven succession process. THE RELATIONSHIP between the CEO and the board is a tricky one to...

Directors Roster.(Brief Article)
March 22, 2000... In affiliation with Spencer Stuart - a quarterly record of new director appointments THE PRACTICE at many companies is to assign newly appointed directors right onto the audit committee. It can be anticipated that a high percentage of the...

Ruth J. Simmons.
March 22, 2000... Smith College's president, an advocate of women's opportunities in the workplace and the economy, joins the post-IPO board of Goldman Sachs. THE SECOND TIME that Dr. Ruth J. Simmons turned down an invitation to join the board of Goldman...

Thomas T. Stallkamp.(Brief Article)
March 22, 2000... This veteran of 28 years in the automobile industry switches gears to take on a new CEO position and new board appointments. DURING pleasure trips to Miami, Thomas T. Stallkamp, the former No. 2 executive at Daimler-Chrysler Corp., tears...

Opening night at the opera.(Brief Article)
March 22, 2000... A gala party, a brilliant "Boris Godunov" -- and a fateful $688 million deal. Ed. Note: To conclude our special spotlight on the 15th anniversary of the milestone Smith v. Van Gorkom court case (see pages 24-44 of this edition), we present...