Directors & Boards

from January 1991
Last Number: December 2012

Directors and Boards
ISSN 0364-9156

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Year 2007

Vol. 31 Nbr. 3, March 2007

The times, they are a changin'.

LETTER FROM THE CHAIRMAN

Hit with the lucky stick.

EDITOR'S NOTE

From the outside looking in: checklist-ism won't tell you what you might really need to know about a board.

QUIDDITIES

When the accounting goes funny: pardon the rant--but I don't like how some people are adding up the numbers.

SUTTON'S LAWS

D & O insurance and indemnification: both are critical to a comprehensive director and officer liability protection program.

D & O INSURANCE UPDATE

The core function: guidance or compliance? The former is important, but the latter is crucial. Who else but the board would do it?

LEGAL BRIEF

Where is HR in the boardroom? Too often MIA during board deliberation on succession and leadership development.

COMPETITIVE EDGE

Rethinking NIFO: 'noses in, fingers out' may be an indefensible standard for board behavior in the post-Enron era.

GUEST COLUMN

Quality listening in the boardroom: are you guilty of tuning out or turning off someone who is speaking to you?

AT YOUR BEST

Kim Clark: living a life of faith-based leadership; A visit with the then Harvard Business School dean shows a path to success not driven by money, power, prominence, or titles.

LEADERSHIP

The devaluation of the director: corporate America today is facing a revolution, the end game of which is management-by-referendum--the shifting of decision-making power away from the board to the shareholders.

GOVERNANCE LEADERSHIP

The next committee in the spotlight: why the focus will be on nominating/corporate governance committees in 2007.

GOVERNANCE COMMITTEE

CEO pay: a new way to judge the numbers; A dive into three companies' pay and performance data provides a compelling guide for compensation committees trying to determine what level of pay is 'just right.'.

EXECUTIVE COMPENSATION

The right peer group for the right pay plan: guiding principles for formulating a peer set that will withstand heightened scrutiny and promote rational pay decision making.

COMPENSATION COMMITTEE - Company overview

Two top leaders talk succession: we asked them for lessons learned and key factors in making executive transitions successful.

SUCCESSION PLANNING

Director pay in emerging firms: a snapshot of board compensation appropriately tailored to the organization's stage of development, industry, and size.

DIRECTOR COMPENSATION

Getting it right, right from the start: many VC-backed boards experience dysfunctional behavior and often lack self-help tools to apply best practices in their governance.

EARLY-STAGE BOARDS - Venture capital

How an advisory board drives innovation: Procter & Gamble offers a strong example of how to create an advisory board, how to manage it successfully, and how to apply its recommendations for bottom-line results.

ADVISORY BOARDS

Book it: best bets for board reading; From a hotelier's secret to the secret of GE's success, from being rich to being an imperfect board member, leadership insights from a roundup of new books on business.

LEADERSHIP - Company overview

Corporate crisis: the readiness is all; Does your board have the competencies to meet the most common dangers? A board assessment can prepare you for these potentially ruinous 'turning points.'.

HEIDRICK & STRUGGLES GOVERNANCE LETTER

Directors Roster: a quarterly record of new director appointments.

Company index.

DIRECTORS ROSTER

Director index.

DIRECTORS ROSTER

A brief brush with Enron: I remember thinking, 'I just don't understand how this company works.'.

ENDNOTE