Directors & Boards

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COPYRIGHT GALE, Cengage Learning. All rights reserved.

COPYRIGHT GALE, Cengage Learning. All rights reserved

from January 1991
Last Number: December 2012

Directors and Boards
ISSN 0364-9156




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Year 2011

Vol. 35 Nbr. 3, March 2011

Board pros.

LETTER FROM THE CHAIRMAN

A well-aged idea.

EDITOR'S NOTE

Ali vs. Frazier: the passing of Joe Flom recalls a memorable matchup.

QUIDDITIES

Different (board) rules for different times? Reg Jones would be horrified by some of today's antidemocratic and anti-corporate governance impulses.

IT STILL TAKES A CEO

Conflicted advisors causing trouble: directors are at risk of not being fully informed.

LEGAL BRIEF

The real upside of Dodd-Frank: we now have the promise of a robust dialogue between investors and boards.

COMPENSATION AT WORK

A severe case of rising settlements: securities class actions persist as one of the most significant litigation threats to companies and executives.

RISK MATTERS

Themes from the 2011 Director's Dialogue: say on pay, proxy voting, whistle blowing, succession planning, board restructuring ... a riveting mix for leadership thinking.

EVIDENCE AND PERSPECTIVE - Conference notes

Whom does the board serve? It is all a matter of perspective--evolving perspective, that is.

BOARD TRANSFORMATION

Are boards too old? Or, is the better question this one: Should there be more younger directors on the board? Let's start by looking at the numbers. Here is a board comparison of the largest 25 companies of the Fortune 500 and the Forbes Top 25 most profitable growth companies.

COVER STORY - Company rankings

Age vs. experience: fixing on the ideal blend and balance boards may need some youthful representation to provide an important mix of perspectives, but there is no greater value directors provide than offering sound advice to the CEO--and that comes from years of experience.

BOARD LEADERSHIP

Wisdom is an invaluable asset on a board.

BOARD LEADERSHIP

Red flags for an investor: age alone is not a main driver of our concerns.

BOARD DIVERSITY

Boards are getting older.

BOARD DIVERSITY

Boardroom imperative: Youthful impatience: the challenge for corporate boardrooms is not to find younger directors, per se, but directors who are highly motivated to challenge conventional wisdom and practice.

BOARD AGE AND TENURE

The directors & boards survey: director age and tenure: our survey respondents found it tough to generalize on issues of age and experience. Of greatest concern was the availability of qualified hoard candidates.

SURVEY ON DIRECTOR AGE AND TENURE - Survey

Board duty: take back performance control: increasing the board's effectiveness in establishing and enforcing financial performance objectives will improve its effectiveness in many other areas as well.

DUTIES OF THE BOARD - Reprint

A respectful approach to director assessment: can individual board member development be conducted without awkwardness, tension, and the potential for upsetting boardroom decorum? Yes.

DIRECTOR ASSESSMENT

Win negotiations before they begin: the Lazy Lawyer? The Damsel in Distress? Should these or other gambits be pulled on you, here are the countermoves.

NEGOTIATION TECHNIQUES

Emergency succession planning: get it done: it is up to the board to manage the risk of an unexpected CEO departure--yet many boards are falling short in this duty. Here is a checklist of what boards need to know and to do.

SUCCESSION PLANNING

A core competency for a global economy.

Reprint

The coming shortage of American talent.

Reprint

Board presentations: The stakes are high.

Reprint

Not the right models.

Reprint

A Randall's Ranger heads to VC country.

Reprint

How Ronald Reagan came into GE's orbit.

Reprint

'Leave your guns at the door'.

Reprint

Seize the moment.

Reprint

Building the ideal pre-IPO board: assembling the right team from scratch brings competitive advantage.

HEIDRICK & STRUGGLES GOVERNANCE LETTER

Directors Roster: a quarterly record of new director appointments.

DIRECTORS & BOARD'S DIRECTORS ROSTER


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