Corporate Governance Advisor articles from May 2003

Corporate Governance Advisor archives from May 2003

Advising the audit committee today. (Audit Committees).
May 1, 2003... Few responsibilities in corporate governance may look more daunting at this moment than that of service on the audit committee of a large public company. Yet no form of governance service is seen publicly as more important or valuable. If...

Liquid Audio: a reaffirmation of the Blasius standard of review. (Change Of Control).(MM Companies Inc. v Liauid Audio Inc.)
May 1, 2003... On January 7, 2003, the Delaware Supreme Court issued an opinion in MM Companies, Inc. v. Liquid Audio, Inc. (1) Liquid Audio held that a board of directors' decision to increase the number of authorized directors and to fill the resultant...

Ethics and due diligence. (Ethics).(Cardinal Health)
May 1, 2003... One of the top growth companies in the past 20 years has been Cardinal Health. With more than $50 billion in revenues, it is a dominant player in the massive drug distribution industry. Critical to the company's success has been finding...

Practical steps for in-house counsel after the new attorney responsibility standards. (Attorney Responsibility Standards).
May 1, 2003... Of all the provisions in the Sarbanes-Oxley Act of 2002, [section] 307 likely will have the greatest impact on the day-to-day practice of law for in-house counsel. This is because this provision targets attorneys. After the Securities and...

Corporate governance Web page practices. (Practice Corner).(large-cap US firms are adding in advance of proposed requirement from New York Stock Exchange)
May 1, 2003... Large-cap US companies are moving quickly to add corporate governance pages to their corporate Web sites. They are doing so in advance of proposed requirements from the New York Stock Exchange (NYSE) that must still be approved by the...

Companies must seek to avoid the "junk" governance rating. (Governance Ratings).
May 1, 2003... As we know too well, the past year has been marked by the collapse of numerous high-profile public companies that were rocked by accounting scandals. These developments resulted in the passage of the Sarbanes-Oxley Act of 2002 as well as the...

NYSE amends proposals regarding director "independence". (Director Independence).(New York Stock Exchange)
May 1, 2003... The New York Stock Exchange (NYSE) recently submitted amended and restated listing standards proposals relating to director independence to the Securities and Exchange Commission (SEC). The amended and restated proposals: * Provide more...