Boards make steady progress in key areas.

• Author: Neff, Thomas J.
• Position: Corporate boards

"Over the years Spencer Stuart has focused attention on the evolving role of corporate boards -- the new challenges and key issues confronting them. Through the consulting and director activities of our Board Services group, we have dealt on a daily basis with the efforts of business leaders to build responsive, proactive governing bodies.

During the last four years we have initiated firm-sponsored forums onboard-related issues, including the Corporate Governance Conferences at the Kellogg Graduate School of Management, and beginning just this past year, the Wharton/SpencerStuart Director's Institute.

We have also explored corporate governance issues and trends in articles, management presentations,and firm publications and reports. One report, issued annually, is the Spencer-Stuart Board Index (SSBI) Report in which we analyze proxy data from 100 companies recognized as leaders in their respective industries and trendsetters in corporate governance.

For our 1994 report, in a separate follow-up survey to 60 of these 100 boards, we probed several key areas of concern identified during the course of our work this year with chairmen, CEOs, and directors. These high-profile issues include: women and minority representation on boards, international directorships, board self-evaluations of performance, and whether companies are making any special effort to meet with major institutional investors apart from regular analysts meetings. Here is what we learned.

Women Directors. One of the more gratifying and long-overdue boardroom developments in recent years has been the growing emergence of women directors on U.S. boards. In our follow-up survey of 60 SSBI companies, we found that 56 of these boards currently have a combined total of 86 women directorships. Indicative of the trend toward more women directors on boards, a third of these boards have introduced and/or added women directorships in just the last five years.

Half of the boards have two or more women directors; Dayton Hudson and Kroger this year have three. Fifteen of the women directors serve on two or more of the surveyed boards.

Our firm's search consulting experience with boards reinforces this growing emphasis on women directorships. Last year, one out of every four of our director placements was a woman. And our firm's proprietary database of senior-level women executives with director candidate potential includes over 450 women CEOs, COOs, and presidents.

Minority Representation...