Corporate Board articles from September 2003

Corporate Board archives from September 2003

Board independence or interdependence?
September 1, 2003... A corporate board made up of fully independent, disinterested directors is best for good governance--or is it? Ken Lewis is not so sure. While such a board may be ideal for delivering objective oversight, directors also build shareholder value...

Crisis communications for boards and executives.
September 1, 2003... A high-profile legal crisis strikes your corporation. The facts are unknown, and your top managers may be part of the problem. What does your board do? If you have planned wisely in advance, set up a crisis-management infrastructure, and...

Running an audit committee today.
September 1, 2003... Over the past year, the workload and responsibilities faced by the board's audit committee have soared. How does the committee cope with these new demands? What can it do to improve its efficiency, oversight, working relationships and...

Going-private: weighing your options.
September 1, 2003... The last few years have been unfriendly ones for many publicly-traded, middle-market companies. Stock prices have been sluggish, analysts have shown little respect for many solid companies, and new governance regulations have made public...

Board role in risk management.
September 1, 2003... The risks faced by your corporation--financial, legal and operational--are varied, complex, and often mean the difference between success and failure. In the past, most boards have taken a vague approach to managing this risk, demanding little...

Greater director independence and use of director evaluation seen.(Boardroom Composition, Business Roundtable survey on corporate governance practices)(Brief Article)
September 1, 2003... The Business Roundtable in July released the results of a survey on corporate governance practices among its members, demonstrating substantial progress since passage of the Sarbanes-Oxley legislation one year ago. Most notably, Roundtable...

Seventy percent of boards say their CEOs can sit on two or fewer other boards.(Boardroom Composition, Christian & Timbers survey)(Brief Article)
September 1, 2003... Executive and board search firm Christian & Timbers interviewed 74 CEOs of publicly traded companies and found that 70 percent of them are limiting the number of additional boards on which their CEOs can serve. The survey was conducted in May...

New rules require shareholder approval of option pay.(Compensation & Recruitment)(Brief Article)
September 1, 2003... The Securities and Exchange Commission in June approved new rules proposed and adopted by the New York Stock Exchange and the Nasdaq Stock Market requiring shareholder approval of equity compensation plans, including stock option plans. The...

Outside director pay is increasing.(Compensation & Recruitment, Towers Perrin study)
September 1, 2003... Companies are increasing the pay of outside directors, especially in annual cash compensation, in the wake of the unprecedented pressures to oversee corporate management that have emerged in the past two years, according to a Towers Perrin...

Corporate governance increasingly looks at sustainability issues.(Corporate Responsibility)
September 1, 2003... Managing for sustainability, particularly in the area of corporate governance, has become a top strategic priority for U.S. multinational companies. More than 80 percent of executives at such companies rate sustainability as essential (43...

Sarbanes-Oxley has not led to a rise in lawsuits, survey finds.(Liability & Litigation, economic consulting firm NERA releases study of trends in securities class action litigation)
September 1, 2003... Economic consulting firm NERA has released its 2003 study of trends in securities class action litigation. The report reveals that, contrary to some expectations, the rate of securities class action filings--as well as the average value of...

Retrospectives.(In Review)
September 1, 2003... Ten years ago in The Corporate Board There's not much upside to being on boards anymore. That's why it's tough to get good board members today. The first thing a guy says when you ask him to join is, how much liability insurance have you...

Books Received.(In Review -- Thin on Top, Saving the Corporate Soul)(Book Review)
September 1, 2003... Thin on Top. By Bob Garratt. Nicholas Brealey Publishing. $27. Bob Garratt, one of the most innovative thinkers on international corporate governance, offers a fresh take on post-scandal governance. While the first chapters are a review of...

Spoken & written: articles & speeches.
September 1, 2003... The objective of the SEC should be to ensure that investors get the most useful information possible. GAAP financial statements do not meet this test by themselves, especially in an economy increasingly dominated by intangible assets. To...

Aetna Inc.(Directors' register: recent board elections)(Edward J. Ludwig of Becton, Dickinson and Company)(Brief Article)
September 1, 2003... Aetna Inc. has elected to its board Edward J. Ludwig, chairman, president and chief executive officer of Becton, Dickinson and Company.

Agilent Technologies, Inc.(Directors' register: recent board elections)(Robert L. Joss, dean Graduate School of Business at Stanford University)(Brief Article)
September 1, 2003... Agilent Technologies, Inc. has elected to its board Robert L. Joss, dean of the Graduate School of Business at Stanford University and former chief executive officer and managing director of Westpac Banking Corporation.

Arrow Electronics, Inc.(Directors' register: recent board elections)(Stephen C. Patrick of Colgate-Palmolive Company)(Brief Article)
September 1, 2003... Arrow Electronics, Inc. has elected to its hoard Stephen C. Patrick, chief financial officer of Colgate-Palmolive Company.

AT&T Corp.(Directors' register: recent board elections)(William F. Aldinger III of Household International, Inc.)(Brief Article)
September 1, 2003... AT&T Corp. has elected to its board William F. Aldinger III, chairman and chief executive officer of Household International, Inc.

Calpine Corporation.(Directors' register: recent board elections)(Susan Wang, formerly of Solectron Corporation)(Brief Article)
September 1, 2003... Calpine Corporation has elected to its board Susan Wang, former executive vice president and chief financial officer of Solectron Corporation.

CIT Group Inc.(Directors' register: recent board elections)(John R. Ryan of the State University of New York Maritime College)(William M. Freeman of Verizon Communications Inc.)(Brief Article)
September 1, 2003... CIT Group Inc. has elected to its board Vice Admiral John R. Ryan, president of the State University of New York Maritime College, and William M. Freeman, president of the public communications group of Verizon Communications Inc.

The Coca-Cola Company.(Directors' register: recent board elections)(Pedro Reinhard of The Dow Chemical Company)(Brief Article)
September 1, 2003... The Coca-Cola Company has elected to its board J. Pedro Reinhard, executive vice president and chief financial officer of The Dow Chemical Company.

FPL Group, Inc.(Directors' register: recent board elections)(Michael H. Thaman of Owens Corning)(Brief Article)
September 1, 2003... FPL Group, Inc. has elected to its board Michael H. Thaman, chairman and chief financial officer of Owens Corning.

Gannett Co., Inc.(Directors' register: recent board elections)(Lou Boccardi, formerly of the Associated Press)(Brief Article)
September 1, 2003... Gannett Co., Inc. has elected to its board Lou Boccardi, former president and chief executive office of The Associated Press.

The Goldman Sachs Group, Inc.(Directors' register: recent board elections)(Claes Dahlback of Investor AB and EQT FUnds)(Edward M. Liddy of The Allstate Corporation)(Brief Article)
September 1, 2003... The Goldman Sachs Group, Inc. has elected to its board Claes Dahlback, nonexecutive chairman of Investor AB and chairman of EQT Funds, and Edward M. Liddy, chairman, president and chief executive officer of The Allstate Corporation.

GTECH Holdings Corporation.(Directors' register: recent board elections)(Christine M. Cournoyer, formerly of Lightbridge, Inc.)(Brief Article)
September 1, 2003... GTECH Holdings Corporation has elected to its board Christine M. Cournoyer, former president and chief operating officer of Lightbridge, Inc.

Hecla Mining Company.(Directors' register: recent board elections)(David J. Christensen,of Merrill Lynch & Co., Inc.)(Brief Article)
September 1, 2003... Hecla Mining Company has elected to its board David J. Christensen, former global coordinator and first vice president of Merrill Lynch & Co., Inc.

H.J. Heinz Company.(Directors' register: recent board elections)(Charles E. Bunch of PPG Industries. Inc)(Lynn C. Swann of Swann, Inc.)(Brief Article)
September 1, 2003... H.J. Heinz Company has elected to its board Charles E. Bunch, president and chief operating officer of PPG Industries. Inc., and Lynn C. Swann, president of Swann, Inc.

Humana Inc.(Kurt J. Hilzinger elected to board)(Brief Article)
September 1, 2003... Humana Inc. has elected to its board Kurt J. Hilzinger, president and chief operating officer of AmerisourceBergen Corporation.

IKON Office Solutions, Inc.(Directors' register: recent board elections)(William E. McCracken, formerly of International Business Machines Corporation)(Brief Article)
September 1, 2003... IKON Office Solutions, Inc. has elected to its board William E. McCracken, former general manager of the printing systems division of International Business Machines Corporation.

ILEX Oncology, Inc.(Directors' register: recent board elections)(Victor P. Micati formerly of Pfizer Pharmaceutical Group)(Mark E. Watson, Jr. of Titan Holdings Inc.)(Brief Article)
September 1, 2003... ILEX Ontology, Inc. has elected to its board Victor P. Micati, former executive vice president of Pfizer Pharmaceutical Group, and Mark E. Watson, Jr., founder of Titan Holdings Inc.

Intel Corporation.(Directors' register: recent board elections)(John L. Thornton of Tsinghua University )(Brief Article)
September 1, 2003... Intel Corporation has elected to its board John L. Thornton, professor and director of global leadership at Tsinghua University in Beijing, and former president, co-chief operating officer and director of The Goldman Sachs Group, Inc.

KB Home.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... KB Home has elected to its board Michael G. McCaffery, president and chief executive officer of Stanford Management Co.

Kilroy Realty Corporation.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... Kilroy Realty Corporation has elected to its board Edward F. Brennan, Ph.D., managing partner of Perennial Investments.

Merrill Lynch & Co., Inc.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... Merrill Lynch & Co., Inc. has elected to its board Alberto Cribiore, managing partner of Brera Capital Partners LLC.

Metlife, Inc.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... Metlife, Inc. has elected to its board Kenton J. Sicchitano, former global managing partner for Pricewaterhouse-Coopers.

New York Life Insurance Company.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... New York Life Insurance Company has elected to its board Frederick 0. Terrell, managing partner and chief executive of Provender Capital Group.

Norfolk Southern Corporation.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... Norfolk Southern Corporation has elected to its hoard George D. Johnson, Jr., chief executive officer and director of Extended Stay America, Inc.

Oxford Health Plans, Inc.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... Oxford Health Plans, Inc. has elected to its board Richard C. Vaughan, executive vice president and chief financial officer of Lincoln National Corporation.

Starbucks Corporation.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... Starbucks Corporation has elected to its board Bill Bradley, former U.S. Senator, and Olden Lee, former executive of PepsiCo, Inc.

UAL Corporation.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... UAL Corporation has elected to its board George B. Weiksner, Jr., vice chairman of Latin America for Credit Suisse First Boston Corporation, and Dipak C. Jain, dean of the Kellogg School of Management at Northwestern University.

US Airways Group, Inc.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... US Airways Group, Inc. has elected to its board Magdalena Jacobsen, former chairwoman of the National Mediation Board.

Wells Fargo & Company.(Directors' register: recent board elections)(Brief Article)
September 1, 2003... Wells Fargo & Company has elected to its board Stephen IV. Sanger, chairman and chief executive officer of General Mills, Inc.

Dr. Harold T. Shapiro: what a presiding director does at Dow.(Conversations)(Interview)
September 1, 2003... A year of corporate governance reforms have seen many boards experimenting with boardroom innovations. One of the most popular has been the selection of a "presiding director." With the board's independent directors increasingly expected to...