Year in review II.

• Position: EDITOR'S NOTE

WELCOME to the second annual "Governance Year in Review" special edition of DIRECTORS &BOARDS. We added this fifth issue in our quarterly publication schedule to deliver even greater value to our readers. We present to you an archival record of the who, what, where, when, and why of governance--the 5W's that moved the governance ball forward (or, sad to say, backward) in each calendar year. I think you'll find that our roster of authors in this issue, supplemented by our data compilations, convey a comprehensive portrait of governance circa 2007.

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Let me start this issue off with a mini-compilation of my own. Here are a few one-liners from articles that appeared in these pages last year. Reading them again, I see how emblematic they are of the year just passed as well as the kind of counsel on governance best practices that DIRECTORS & BOARDS has specialized in since its founding in 1976:

* "The ideal CEO/board relationship is always candid and 'in the moment,' allowing for some 'thinking out loud' on exploratory topics--and, above all, early disclosure by the CEO of potential trouble spots."--Lewis Campbell, chairman and CEO of Textron Inc., Q1 issue

* "EBITDA is one of the nastiest accounting inventions ever, since it pretends interest expense doesn't matter."--Gary Sutton, columnist ("Sutton's Laws"), Q2

* "NIFO (noses in, fingers out) may be an indefensible standard for board behavior in the post-Enron era."--Mark Sickles, board adviser, Q2

* "An internal investigation that necessarily invades the sanctity of the boardroom is sensitive, difficult, and dangerous."--George Stamboulidis, former federal...