Corporate Board articles from July 2003

Corporate Board archives from July 2003

Corporate ethics and corporate governance.
July 1, 2003... After a storm of corporate reform rules and laws, the new CEO of Deloitte Touche Tohmatsu suggests we stand back and ask if we have really solved the problems. While audit reforms and tough new laws can help rebuild trust in our corporate...

Seven components of good corporate governance.
July 1, 2003... While the need for improved corporate governance has never been clearer, the process of evaluating and improving a company's board and governance functions remains difficult. The authors break down the role of corporate governance to seven...

Toward democratic board elections.(possible changes to proxy regulations)
July 1, 2003... Imagine a political system in which the incumbents get to select all election candidates, and voters have no choice but to vote for these nominees, or not vote at all. Such "democracy" rules the U.S. proxy process by which investors elect...

Deal making and the board.(managing and analyzing acquisitions)
July 1, 2003... Many of the past decade's hottest mergers and acquisitions have proven to be long-term value killers, and the boards that approve such deals take much of the blame. How good is your board at reviewing transaction terms, appraising deal drivers,...

Director orientation and education programs.
July 1, 2003... In the board environment, people who may know little about the company or how to work effectively as a group are forced to oversee the most vital aspects of the corporation and make decisions with enormous stakes. Directors say frankly that...

A review of auditor independence issues. (Audit).(Grant Thornton's Spring 2003 issue of CapitalMarkets)
July 1, 2003... Auditor independence requirements as circumscribed by the Sarbanes-Oxley Act of 2002 were discussed in Grant Thornton's Spring 2003 issue of CapitalMarkets. In outlining requirements of the legislation, a Grant Thornton spokesman notes...

Board work demands are climbing, survey finds. (Boardroom Composition).
July 1, 2003... Demands on board members of publicly traded companies have increased measurably since the passage of the Sarbanes-Oxley Act. Seventy-five percent of individual directors responding to a new survey reported they spend more time on board duties;...

Board pay 2003: more pay for committees, but fewer stock options. (Compensation & Recruitment).
July 1, 2003... A proxy analysis of 50 of the largest U.S. companies shows over 70 percent making changes in their board compensation programs this year--twice as many firms as normally review directors' pay in a given year, according to executive compensation...

Governance changes are shifting the role of board compensation committees. (Compensation & Recruitment).
July 1, 2003... Clark/Bardes Consulting in April issued a cross-industry report that examines the impact of changing corporate governance on executive compensation and benefits in the first quarter of 2003. The report provides critical insight into firms...

CEO turnover has hit a new high. (Compensation & Recruitment).
July 1, 2003... Companies are setting higher standards of performance for chief executive officers than ever before, and CEOs are falling short in record numbers, according to the second annual survey of CEO turnover at the world's 2,500 largest publicly...

The ABA seeks new corporate governance and lawyer ethics rules. (Liability & Litigation).( American Bar Association Task Force on Corporate Responsibility )
July 1, 2003... The final report of the American Bar Association Task Force on Corporate Responsibility urges changes in corporate governance policies to create a new culture of corporate responsibility stressing constructive skepticism and active independent...

Corporate counsel show greater concern for corporate governance. (Liability & Litigation).
July 1, 2003... The law firm of Kirkpatrick & Lockhart LLP (K&L) has released a survey on the most pressing issues facing in-house attorneys of America's leading companies. The survey of 106 senior in-house counsel of Fortune 500 and 1000 companies identified...

Boards are asked to make company security a part of governance oversight. (Strategy & Finance).(Brief Article)
July 1, 2003... The Business Roundtable (BRT) has called on corporate boards of directors to make security a key priority for companies and to bring security under board review. The BRT is adding a security component to its Principles of Corporate Governance,...

Ten years ago. (Retrospectives).(quote from 1993 on boards)(Brief Article)
July 1, 2003... For the last several years, shareholder activists have been doing the board's dirty work by beating up on management. That's not their role, really. Ultimately, it's the board's responsibility to do those things. Ralph Whitworth ...

Five years ago. (Restrospectives).(quote from 1998 on corporate governance)(Brief Article)
July 1, 2003... Every time directors ask a tough disclosure or financial question, thousands of shareholders will benefit. So we must have an atmosphere that encourages directors to be active. We must help them avoid the trap of believing that they must "go...

Books received.
July 1, 2003... Saving the Corporate Board. By Ralph D. Ward. John Wiley & Sons. $34.95. A look at what went wrong in the corporate scandals of the past year, the universal boardroom weaknesses they show, and how boards can respond.

Spoken & Written: Articles & Speeches.
July 1, 2003... A value shift is needed in the corner office, with modesty replacing celebrity, teamwork replacing ego, longevity replacing brevity of office, and fair compensation replacing getting rich quickly. CEOs need to exhibit restraint, commitment, and...

Recent board elections. (Directors' Register).
July 1, 2003... AFLAC Incorporated has elected to its board Max Cleland, former U.S. senator, and Hidefumi Matsui, chairman of AFLAC Japan. Agilent Technologies, Inc. has elected to its board Koh Boon Hwee, executive director of MediaRing Ltd. AT&T...

Patrick McGurn: new governance rankings and your board. (Conversations).(Interview)
July 1, 2003... The idea of grading corporations on their corporate governance practices has gone from a novelty to become a hot investor relations issue. A number of programs to handicap a company's investor friendliness, board and governance practices have...