Corporate Board articles from July 2004

Corporate Board archives from July 2004

Reclaiming public trust in auditing.
July 1, 2004... Among the new U.S. corporate governance reforms, one of the most radical has been creation of the Public Company Accounting Oversight Board (PCAOB). Shifting the regulation of corporate audits and accounting from the audit firms themselves to a...

Emergency CEO succession.
July 1, 2004... The sudden death of McDonald's CEO James Cantalupo in April is prompting many boards to ask how their companies would handle a sudden, unexpected CEO succession crisis. Unfortunately, too many boards are discovering that the answer is "not at...

Restoring pay for performance.
July 1, 2004... For years, stock options have been the most powerful tool used in generating "pay for performance" incentives among top executives. However, public and regulatory pressure, as well as pending accounting policies, make options seem like an...

Will your merger pass regulatory muster?
July 1, 2004... As the merger and acquisition market regains some heat, boards will have to consider how a potential deal will look to federal regulators. Though there are often surprises in store, Gordon Schnell notes that the FTC and DOJ have left a clear...

The future of executive benefits.
July 1, 2004... Populist concern about executive pay and perks is driving some election-year legislation on benefit and deferred compensation programs. How could these laws affect your executive benefit programs, and what new rules should your board bear in...

CEO pay up--or down--sharply in 2003.
July 1, 2004... Nearly all of 20 leading industries provided their chief executives with either double-digit pay increases or double-digit pay cuts in 2003. The primary factor determining whether CEO pay headed north or south was the industry's reliance on...

Use of option grants is declining.(equity overhang, stock dilution)
July 1, 2004... Although potential dilution from stock-based incentives continued to rise last year, the Investor Responsibility Research Center's Stock Plan Dilution 2004 study shows the rate of option grants beginning in 2002 was cut by companies--a trend...

Major shifts seen in executive pay plans.
July 1, 2004... The 2004 corporate proxy statements sent an unmistakable message: Things are changing in executive compensation. While the beginnings of this transition were visible a year ago, a new study of 350 of the largest public companies in the U.S....

Shaping corporate ethics programs is a gradual process.
July 1, 2004... Newly released research from Deloitte & Touche LLP finds that, while most companies have taken the initial steps toward establishing a code of ethics, a limited number are actively monitoring adherence to the programs. In a survey of 5,000...

Expensing stock options has no effect on share price.
July 1, 2004... A company's decision to expense stock options has no impact on its share price, according to a Towers Pertin study of more than 300 companies already expensing options. The findings come just as the Financial Accounting Standards Board (FASB)...

Five years ago in The Corporate Board.
July 1, 2004... It is impossible to measure the influence which the SEC has had on corporate governance. Few would debate that it has been substantial, but many would urge that it should be more far reaching, with legislative reinforcement if necessary, while...

Ten years ago in The Corporate Board.
July 1, 2004... Managers and boards can sharply reduce the likelihood of major strategic mistakes, and correct mistakes more quickly, if they recognize that the failure to quickly correct major mistakes in corporate strategy reflects a failure in corporate...

Books received.
July 1, 2004... History of Corporate Governance: The Importance of Stakeholder Activism. Edited by Robert E. Wright, Wray Barber, Matthew Crafton and Anand Jain. Pickering & Chatto. $950. This six-volume, 2500-page compendium of U.S. and British historical...

Articles & speeches.(Spoken & Written)
July 1, 2004... One of the most difficult, yet important, matters that business executives face today [is] the absolute need to be transparent in a way that gives all constituencies of the corporation an opportunity to act with maximum information...

America West Holdings Corporation.(Recent Board Elections)(Brief Article)
July 1, 2004... America West Holdings Corporation has elected to its board Matthew J. Hart, president and chief operating officer of Hilton Hotels Corporation.

AMERIGROUP Corporation.(Recent Board Elections)(Brief Article)
July 1, 2004... AMERIGROUP Corporation has elected to its board Thomas E. Capps, chairman and chief executive officer of Dominion Resources, Inc.

Antares Pharma, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Antares Pharma, Inc. has elected to its board Rajesh C. Shrotriya, M.D., chairman, president and chief executive officer of Spectrum Pharmaceuticals, Inc.

Argonaut Group, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Argonaut Group, Inc. has elected to its board Allan W. Fulkerson, managing director of Century Capital Management, Inc., and David Hartoch, former chairman and chief executive officer of The Swett & Crawford Group Inc.

ArvinMeritor, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... ArvinMeritor, Inc. has elected to its board David W. Devonshire, executive vice president and chief financial officer of Motorola, Inc.

Becton, Dickinson and Company.(Recent Board Elections)(Brief Article)
July 1, 2004... Becton, Dickinson and Company has elected to its board Basil L. Anderson, vice chairman of Staples, Inc.

Bemis Company, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Bemis Company, Inc. has elected to its board David S. Haffner, president and chief operating officer of Leggett & Platt, Incorporated.

Charming Shoppes, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Charming Shoppes, Inc. has elected to its board Yvonne Montgomery Curl, chief marketing officer for Avaya Inc.

ChevronTexaco Corporation.(Recent Board Elections)(Brief Article)
July 1, 2004... ChevronTexaco Corporation has elected to its board Robert E. Denham, partner of Munger, Tolles & Olson LLP and former chairman and chief executive officer of Salomon Inc.

CIGNA Corporation.(Recent Board Elections)(Brief Article)
July 1, 2004... CIGNA Corporation has elected to its board Jane E. Henney, M.D., senior vice president and provost for health affairs at the University of Cincinnati and former commissioner of the U.S. Food and Drug Administration.

Continental Airlines, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Continental Airlines, Inc. has elected to its board Oscar Munoz, executive vice president and chief financial officer of CSX Corporation.

Detwiler, Mitchell & Co.(Recent Board Elections)(Brief Article)
July 1, 2004... Detwiler, Mitchell & Co. has elected to its board Thomas DiBenedetto, president of Junction Investors Ltd.

Edison International.(Recent Board Elections)(Brief Article)
July 1, 2004... Edison International has elected to its board France A. Cordova, Chancellor of the University of California, Riverside.

Electronic Data Systems Corporation.(Recent Board Elections)(Brief Article)
July 1, 2004... Electronic Data Systems Corporation has elected to its board Ambassador Richard Fisher, former deputy U.S. trade representative.

General Dynamics Corporation.(Recent Board Elections)(Brief Article)
July 1, 2004... General Dynamics Corporation has elected to its board Robert Walmsley, retired vice admiral of the Royal Navy.

Georgia-Pacific Corporation.(Recent Board Elections)(Brief Article)
July 1, 2004... Georgia-Pacific Corporation has elected to its board Dr. Karen N. Horn, former managing director of Marsh Inc., and William R. Johnson, chairman, president and chief executive officer of H.J. Heinz Company.

The Goodyear Tire & Rubber Company.(Recent Board Elections)(Brief Article)
July 1, 2004... The Goodyear Tire & Rubber Company has elected to its board Shirley D. Peterson, former president of Hood College.

Heidrick & Struggles International, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Heidrick & Struggles International, Inc. has elected to its board Antonio Borges, vice chairman of Goldman Sachs International.

Ingram Micro Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Ingram Micro Inc. has elected to its board Howard I. Atkins, executive vice president and chief financial officer of Wells Fargo & Company.

KB Home.(Recent Board Elections)
July 1, 2004... KB Home has elected to its board Leslie Moonves, chairman and chief executive officer of The CBS Television Network, and Melissa Lora, chief financial officer of Taco Bell Corp.

MBNA Corporation.(Recent Board Elections)(Brief Article)
July 1, 2004... MBNA Corporation has elected to its board Mary M. Boies, partner of Boies & McInnis LLP, and Laura S. Unger, former acting chairman of the Securities and Exchange Commission.

The McGraw-Hill Companies, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... The McGraw-Hill Companies, Inc. has elected to its board Hilda Ochoa-Brillembourg, CFA, president and chief executive officer of Strategic Investment Group.

Monsanto Company.(Recent Board Elections)(Brief Article)
July 1, 2004... Monsanto Company has elected to its board John W. Bachmann, senior partner of Edward D. Jones & Co., L.P.

Pioneer Companies, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Pioneer Companies, Inc. has elected to its board Charles L. Mears, former executive vice president of Occidental Chemical Corporation.

Quest Diagnostics Incorporated.(Recent Board Elections)(Brief Article)
July 1, 2004... Quest Diagnostics Incorporated has elected to its board John C. Baldwin, M.D., associate provost for health affairs at Dartmouth College and professor of surgery at Dartmouth Medical School.

Rohm and Haas Company.(Recent Board Elections)(Brief Article)
July 1, 2004... Rohm and Haas Company has elected to its board Gary L Rogers, former vice chairman of General Electric Company.

Telephone and Data Systems, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Telephone and Data Systems, Inc. has elected to its board Mitchell H. Saranow, chairman of The Saranow Group, LLC.

Temple-Inland Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Temple-Inland Inc. has elected to its board E. Linn Draper, Jr., former chairman, president and chief executive officer of American Electric Power Company, Inc., and Jeffrey M. Heller, president and chief operating officer of Electronic Data...

Willbros Group, Inc.(Recent Board Elections)(Brief Article)
July 1, 2004... Willbros Group, Inc. has elected to its board S. Miller Williams, executive vice president and chief financial officer of VarTec Telecom, Inc.

Robert W. O'Leary: restructuring governance at Valeant.(Conversations)(formerly ICN Pharmaceuticals)(Interview)
July 1, 2004... Valeant Pharmaceuticals International is a new name in the industry. Previously, the firm was known as ICN Pharmaceuticals, Inc., led by controversial entrepreneur Milan Panic. ICN was a phamaceutical innovator, but perhaps better known for...