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Directors & Boards
Robert H. Rock
Publisher
James Kristie
Editor
Lisa
Cody
Chief Financial Officer
David Shaw
Publishing Director
Scott Chase
Advertising Sales Director
Nancy Maynard
Account Executive
Barbara Wenger
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From Jim Kristie | Article of the
Month | Columnist
Reader Profile |
Research | News |
A First Editor’s Note
That was a fair call way back when about
the reinterpretation of ‘restructuring.’
I decided to start writing this Editor’s
Note on September 21, the day I celebrated my 26th anniversary
as editor of Directors & Boards.
I thought it might be fun to go back into the archives and see what I
wrote about in the first Editor’s
Note I penned for the journal.
I was surprised to learn that I didn’t step out from behind the curtain
until the Fall 1990 edition, nine years into my tenure. It appears we
had just done a redesign and decided to add an Editor’s Note as one of the new
features.
Many of us in the journalism trade harbor the suspicion that no one but
our mothers reads the editor’s page. But the “best practices” theory is
that it offers an opportunity to personify and personalize the
publication, to better connect with the reader, and to set a stage for
what is to come in the following pages. In my better moments, I
actually buy into that. Same theory, I suppose, would apply to my
scribblings for these e-Briefings.
That issue back in 1990 had a special theme — “Corporate
Restructuring.” The business world was at the tail end of the era of
the junk-bond-financed raiders and was deep into an ugly time of
sorting out those excesses while staring down an imminent recession.
Restructuring ruled board agendas.
I lined up a number of restructuring mavens as authors in that issue,
including Rand Araskog, who reshaped ITT, a granddaddy of
conglomerates; Ted Forstmann, who was at the top of the game in M&A
(remember Barbarians at the Gates?); Lehman Brothers’ Barbara Byrne and
Bob Willens, who keyed in on vital financial metrics; D. George Harris,
who got restructured out of his job as head of SCM Corp. after a
hostile takeover; and Continental Bank’s Tom Theobald, whose financial
institution was on the firing line as S&L and bank failures
multiplied due to injudicious lending in the real estate (sound
familiar?) and energy sectors.
I’m not in the habit of quoting myself, not when we have such top
authors to draw upon for their sound thinking. And I didn’t really say
anything momentous in that first Editor’s Note. But in my column titled
“The Great Euphemism,” here is one thought I conveyed that maybe has
some continuing durability:
“In many executives’ lexicon, restructuring has a taint in to it. It
means ‘trouble in River City.’ It means downsizing. Layoffs. Financial
contortions. Scorched-earth tactics. A corporate smash-up. A last stop
on the road to ruin and damnation.
“Over the past half-dozen years we have had a cadre of authors give
vent in these pages to the excesses of raider-induced restructurings.
And there have been excesses, no question. But we have also advanced
the belief that, in the right hands and done right, restructuring can
have a cleansing influence — leaving the corpus healthier and stronger
for the future.
“For those who think that the junk bond market collapse has put the
restructuring genie back in the bottle, we hope to persuade you that
this is not the case at all — that restructuring is not just a
desperate man’s game but should be the solution of choice to corporate
revitalization in the 1990s.”
I haven’t revisited those words since that particular edition came off
press in late 1990. Rereading them now makes me think that first Editor’s Note wasn’t a bad call.
Restructuring did indeed lose the taint of disgrace and failure as we
moved into the 1990s, and today is seen as a progressive and proactive
discipline.
That dip into the archives ended up being a nice anniversary marking.
Jim Kristie is the editor and associate publisher of Directors & Boards.
We’ve Got the Questions. Do You Have
the Answers?All signs indicate government and media scrutiny on executive pay will intensify as the 2008 proxy season approaches. Here is a new tool to help boards and compensation committees identify their top pressure points.
By Don B. Lindner
The focus on executive and director compensation continues to intensify.
In early September, as part of its review of executive and director pay disclosure in 2007 proxies, the SEC Corporate Finance staff sent its first wave of comment letters to 300 companies. The SEC letter focused on disclosure of performance targets as well as use of plain English.
In a challenge for consultants, Rep. Henry Waxman (D-Calif.), chairman of the House of Representatives’ Committee on Oversight and Government Reform, sent letters earlier this year to several executive compensation consulting firms delving into compensation practices and the roles played by consultants.
As the leading association for human resource professionals, WorldatWork created an online resource that poses all the questions boards will have to answer before they approve compensation plans. By clearly identifying every essential factor for rewarding executives and directors, the WorldatWork Executive Rewards Questionary helps comp committees and boards deliberate decisions and criteria in specific areas of executive compensation design.
The Executive Rewards Questionary covers over 200 questions organized into four main sections (sample questions for each section appear below). To view all the questions, visit www.worldatwork.org/execcomptool.
[Click
Here to Read
the Entire Article]
It’s the Cash Flow, Baby
The solution to excessive CEO comp … as well as the basis of my personal investment strategy.
By Gary Sutton
An angry institutional shareholder voted against my re-election to a board last month. I squeaked back in, but this shows how explosive CEO compensation has become. And there is a solution.
But first, let’s analyze this incident.
In this particular company the growth was slowing. We needed a CEO to broaden the business, adding things beyond our experiences. This is a mid-cap outfit and we successfully recruited the president of a large-cap business, a guy who had precisely the background needed.
We matched his prior salary and options and made good on his lost options in the move. Nothing more. This resulted in a base salary of a half-million dollars. That’s about median for comparable outfits. His option grants were aggressive for us, but he wouldn’t come for less than what he already had, so we anted up.
After he joined, his options for the first full year went underwater as he struggled against the sluggish growth he inherited. He personally went into the open market and bought our shares, investing more than he took home in salary. I liked that, and joined him by investing more than my compensation as a director.
Five quarters later sales are growing faster, earnings are accelerating, and cash flow has bounced way up.
[Click Here to Read the Entire Article]
CEO
Spacenet Inc.
Editor's note: Each month, we ask a
Directors & Boards reader to comment on critical issues facing
directors today. If you'd like to participate in this section in
the future, please email Scott
Chase.
Business Protection through Non-Stop Networking: A Board Imperative in the 21st Century
What is business protection through “non-stop networking”?
Every organization, be it a financial institution, large retail outlet, healthcare facility, or government agency, is dependent on its voice and data communications to keep operations running. A severed communications line can render an organization out of commission. Many organizations are developing elaborate business continuity programs to protect against major storms, earthquakes, or other large scale disasters. But the reality is that most communication failures are actually the result of small localized incidents. A construction crew accidentally cutting the communications lines along a freeway can render hundreds or thousands of people without telephone or broadband connections for days.
Non-stop networking delivers a high-reliability redundant and diverse connection using a combination of both wire line communications (like DSL or T-1) and satellite technology to ensure that telephone service and critical data applications will stay online if a disaster strikes – whether large or small.
To guarantee that business-critical networks will be dependable, major telecom operators are now collaborating with satellite communications providers to complement wire line networks. Unlike traditional connectivity (like DSL, cable services, and even tower based wireless services) that is dependent upon land-based infrastructures, satellite completely bypasses the local terrestrial infrastructure. It is a completely independent, wireless last-mile solution. Non-stop networking leverages this unique strength to provide an ultra-reliable service that seamlessly integrates the price/performance of today’s broadband wire line technologies with the independence and dependability of satellite.
[Click Here to Read the Entire Article]
Cash Acquisitions by Companies with Low P/E Are Most Likely to Succeed
With the market outlook mixed on mergers-and-acquisitions activity, companies need an edge in evaluating targets. An analysis by KPMG International and University of Chicago Graduate School of Business Professor Steven Kaplan of 510 corporate deals found that cash transactions involving companies with below-average price-to-earnings ratios are most likely to improve shareholder value.
The study analyzed corporate deals that were announced during 2000-2004 and measured stock price improvements one year and two years later. The research also found that the most successful transactions were:
- Aimed at building financial strength and improving distribution channels, demonstrating that some acquisition objectives are more likely to yield success;
- Completed by companies with lower market caps, pointing to a potential need for larger companies to focus more on their transaction process and due diligence approach;
- Done by acquirers that made just one or two other deals in the previous two years, indicating that integration becomes difficult when too many acquisitions are made.
Companies may view their stock as a less expensive alternative to cash, and the pattern may be more pronounced when the stock market generally has a higher P/E ratio. In one example, the U.S. markets P/E ratio was 26 at the height of the Internet bubble in 2000. Yet, one year later, companies that completed cash deals showed a normalized return of more than 25 percent, while those using other means of financing had stock returns averaging just 1.5 percent.
Interestingly, when the acquirer and target had low P/Es, the deal usually was more successful. Acquirers in the lowest quartile of the study posted an average return of 21.6 percent a year after the deal was closed, and 42.2 percent in year two. And, acquirers that purchased companies with below average P/E ratios also had higher returns. Purchase of targets in the lowest quartile brought the buyer a return of 14.8 percent in the first year, and 34.4 percent after two years.
Professor Kaplan, who earned his Ph.D. in Business Economics from Harvard University, is the Faculty Director of the Polsky Entrepreneurship Center at the University of Chicago Graduate School of Business. His research and teaching focus on issues in private equity and entrepreneurial finance, corporate governance, mergers and acquisitions, and corporate finance.
KPMG LLP, the audit, tax and advisory firm (www.us.kpmg.com), is the U.S. member firm of KPMG International. KPMG International’s member firms have 113,000 professionals, including more than 6,800 partners, in 148 countries.
The independent member firms of the KPMG network are affiliated with KPMG International, a Swiss cooperative. Each KPMG firm is a legally distinct and separate entity and describes itself as such.
September
30 - October 5, 2007
Harvard Business School presents a new executive education program,
"Launching New Ventures: Jump-Starting Innovation for Entrepreneurs and
Business Owners." The program will prepare executives to start and
build successful new ventures in today's complex and rapidly changing
business environment. It will take place on the school's Boston campus.
The program is designed for executives who are leading a new venture or
developing the capabilities needed for successful innovation in their
small to midsize companies. The curriculum is built around cases and
tutorials that examine the challenges and risks associated with
launching a start-up. The program will also focus on the organizational
capabilities needed to launch and grow a new business and analyzing and
prioritizing ideas and determining the size and viability of
opportunities. For more information or to apply online, visit
October
3-4, 2007
Ethical Corporation Conferences will host leading figures from
throughout corporate Europe to discuss corporate corruption at "The
Anti-Corruption Summit." To be held in Amsterdam, the event will
address where the new emerging risks are and how to come to grips with
existing ones; how to deliver more effective and leaner compliance; the
latest tactics and technologies to deliver a powerful ethics and
compliance culture; and the value of reputation and what it means for
winning more business. For more information go to
October
9, 2007
TheCorporateCounsel.net will hold a conference on "Tackling Your 2008
Compensation Disclosures: The 2nd Annual Proxy Disclosure Conference"
in San Francisco and via video webcast to anlyse the latest trends and
expectations from the SEC regardin the SEC's new executive compensation
rules. Visit
October
9-10, 2007
The Rice University/Fulbright & Jaworski LLP Corporate Directors'
Institute will host the inaugural Energy Industry Board Conference.
Board members from companies spanning the energy sector will have the
opportunity to participate in discussions led by industry leaders,
experts and distinguished scholars about challenges and issues facing
board members of energy and chemical companies. Among the topics that
will be covered in the two-day conference to be held on the Rice campus
in Houston are: strategic planning in the energy industry - the proper
relationship between the board and management; accounting hot topics in
the energy industry; and the board's evolving role in environmental,
health and safety oversight. To register, visit
October
9-12, 2007
Stanford Graduate School of Business and Stanford Law School present
the Stanford Directors' Forum, a program for learning new management
strategies, leadership skills, and governance best practices from the
distinguished faculty of the two schools and key business leaders. Key
topics include building effective boards, evaluating proposed financial
transactions and policy, oversight of financial reporting and
communicating to shareholders, and evaluating corporate strategy. Visit
October
10-12, 2007
The National Association of Stock Plan Professionals will hold its 15th
Annual Conference in San Francisco. Over 45 panels will discuss all the
latest on employee benefits and compensation trends and practices.
Visit
October
11, 2007
CompensationStandards.com will hold its 4th Annual Executive
Compensation Conference in San Francisco and via video webcast to
provide practical guidance on the latest tools and methods that boards
are using to implement responsible CEO pay practices. Visit
October
11-12, 2007
The Boardology Institute presents Boardology 400, the Pipeline Seminar,
at the John Cook School of Business, St. Louis University. The seminar
is designed to jump-start prospective candidates' preparation for
corporate board service and equip them with tools and insights to
conduct successful Board Appointment Campaigns as well as pre-qualify
them for the Boardroom Bound Referral Service. To register, visit
October
14-16, 2007
The National Association of Corporate Directors (NACD) holds its 2007
Annual Corporate Governance Conference. This year's theme is "The
Empowered Board: Taking Charge in an Era of Accountability." The
program will cover such topics as majority voting and director
nominations, shareholder advisory votes, impact of private equity,
director liability, and risk oversight, as well as the latest key
recommendations of the NACD's Blue Ribbon Commission on the Governance
Committee. Awards will be given for Public Company Director of the
Year, Private Company Director of the Year, Not-for-Profit Director of
the Year, and the B. Kenneth West Lifetime Achievement Award. The
conference will be held at the JW Marriott Hotel in Washington, D.C.
For registration and hotel information (last year's conference sold
out) call 202-775-0509, or visit
October
15, 2007
Business Roundtable Institute for Corporate Ethics hosts the Senior
Leadership Team Ethics Seminar, a forum for senior executives to share
best practices and best thinking regarding ethics. Held in Washington,
D.C., the half-day session is led by the Institute's instructors who
are faculty at top business schools. This program is for chief ethics
officers, chief financial officers, and other C-level executives, as
well as vice presidents, general counsels, corporate secretaries, and
members of the board of directors. Issues addressed include how to:
build and strengthen an ethical culture; develop a strategic,
enterprise approach to ethics; foster trust among your firm's
stakeholders; and identify issues your firm is likely to face in the
next 5-10 years. More information can be found at:
October
16-18, 2007
The Caux Round Table (CRT) hosts its 22nd Annual Global Dialogue in
Seattle. The CRT is an international network working to promote a
better world through principled business leadership. Dialogue sessions
at the event will include "Board Stewardship," "Courageous Business
Leaders," "If You Can't Manage," "A Principled Approach to Executive
Compensation," "Moral Duties Toward Employees," "The Changing Face of
Business and the World," and "Business as a Solution: Global Warming
and Other Challenges." For further information, contact conference
organizer Rob Lattin at cauxroundtable@aol.com, 651-265-2763 or visit
October
17-18, 2007
The Forbes Family Business Forum will be held in New York. The theme of
the event is "Reinvigorating the Family Business: Cross-Cultural
Tales." This is the second annual gathering of family business leaders
for peer-driven discussion and analysis of what it means to run a
family business today. For more information visit
October
22, 2007
Women on Boards holds a program from 3-6 p.m. in Chicago to discuss
vital issues of board composition and diversity. Panelists include
Cheryl Francis of the Corporate Leadership Center, Ellen Carnahan of
Seyen Capital, Cindie Jamison of Tatum LLC, and Christine Edwards of
Winston & Strawn. Directors & Boards is a national event
sponsor of the organization. For more information, visit
October
23-24, 2007
Outstanding Directors Exchange (ODX) and Columbia Business School hold
an ODX Chicago session for a series of panels on key issues in
corporate governance. For information, visit
October
25-26, 2007
The Boardology Institute presents Boardology 400, the Pipeline Seminar,
at the Law Offices of Foley & Lardner, LLP, Los Angeles, CA. The
seminar is designed to jump-start prospective candidates' preparation
for corporate board service and equip them with tools and insights to
conduct successful Board Appointment Campaigns as well as pre-qualify
them for the Boardroom Bound Referral Service. To register, visit
October
26-27, 2007
The Society for Industrial and Organizational Psychology Inc.'s Fall
Consortium 2007 will focus on "Enabling Innovation in Organizations:
The Leading Edge." Held in Kansas City, the event is keynoted by Ed
Lawler, director of the Center for Effective Organizations and
Distinguished Professor of Business at the University of Southern
California. For more information, visit
October
29, 2007
The International Corporate Governance Network will hold its mid-year
meeting in New York on the topic "U.S. Market Competitiveness: What Do
Investors Want?" Speakers include Mark Anson, President and Executive
Director, Nuveen Investments Inc.; Carl Icahn, chairman and president,
Icahn & Co.; Catherine R. Kinney, president and co-chief operating
officer, NYSE Euronext; Arthur Levitt, senior advisor for the Carlyle
Group; Ira Millstein, Yale School of Management and senior partner,
Weil Gotshal & Manges; Peter Montagnon, ICGN chairman and director
of investment affairs at the Association of British Insurers, UK;
Annette Nazareth, commissioner, U.S. Securities and Exchange
Commission; Charles D. Niemeier, member, Public Company Accounting
Oversight Board; Anne Simpson, executive director, ICGN; John Wilcox,
SVP and head of corporate governance, TIAA-CREF. The Millstein Center
for Corporate Governance and Performance, Yale School of Management is
partnering with the ICGN for this meeting. The agenda and registration
information can be found at
October
29-30, 2007
The UC Berkeley-Deloitte Consulting LLP Director's IT Forum presents
"IT Strategy and Risk Management." Positioned as a first-of-its-kind
executive program for board directors on the strategic, risk
management, and governance implications of information technology, the
event will be held at the UC Berkeley Center for Executive Development
at the Haas School of Business. Registration is limited to 50
participants. Visit
October
29-31, 2007
The American Strategic Management Institute is holding its Annual
Performance Conference in Las Vegas. Each year the conference attracts
over 200 C-level executives, directors and analysts from across the
nation in pursuit of best practices and latest innovations in
performance management, business processes, financial performance and
human resource development. For additional information, visit
November
7, 2007
Women on Boards holds a program from 3-6 p.m. in Denver to discuss
vital issues of board composition and diversity. Panelists include
Tucker Hart Adams, CEO of The Adams Group Inc.; Dorothy Light, author
of "Into the Boardroom"; and Caz Matthews, president of the Wellpoint
Foundation. Directors & Boards is a national event sponsor of the
organization. For more information, visit
November
7-9, 2007
The Global Capital Markets Center at Duke University hosts the Sixth
Annual Duke Directors' Education Institute, an ISS-accredited intensive
program that addresses recent developments in corporate governance.
Topics to be discussed include "CEO and CFO Retention and Succession,"
"Current Issues in Executive Compensation," "Can Boards Handle both
Their Strategic and Compliance Duties?" and "What Directors Must Know
About Financial Reporting." Speakers include Steve Miller, chairman and
former CEO of Delphi Corp., Chuck Noski, director of Microsoft and
Morgan Stanley, and Leo Strine Jr., vice chancellor of the Delaware
Court of Chancery. For additional information, call 919-613-7260 or
visit
November
8-9, 2007
The Boardology Institute presents Boardology 400, the Pipeline Seminar,
in San Francisco. The seminar is designed to jump-start prospective
candidates' preparation for corporate board service and equip them with
tools and insights to conduct successful Board Appointment Campaigns as
well as pre-qualify them for the Boardroom Bound Referral Service. For
location and to register, visit
November
14-16, 2007
The University of Wisconsin-Madison School of Business will hold its
Seventh Annual Director's Summit. Sessions include "New Board Member
Orientation," "Mutual Fund Governance Issues," "Compensatuion Committee
Issues," and "Board Oversight of the CEO." Speakers include Tom Falk,
chairman and CEO of Kimberly-Clark Corp., Beverly Behan, managing
director, Board Effectiveness Practice, Hay Group, and Sharon Allen,
chairman of the board, Deloitte & Touches USA LLP. To register,
visit
November
27, 2007
The Women Corporate Directors Mini-Conference will be held from
2:00-9:00 pm at KPMG Headquarters in New York City to share
perspectives on corporate governance and discuss the significant issues
being raised today by corporate boards, regulatory agencies and the
courts. For more information, contact Vaiva Razgaitis at
partcom@verizon.net.
November
27, 2007
Women on Boards holds a program from 5-8 p.m. in Minneapolis to discuss
vital issues of board composition and diversity. Panelists include
Cheryl Mayberry McKissack of Nia Enterprises, Nazie Eftekhari of
HealthEZ Inc., and Cathy Connett of Core Connections. Directors &
Boards is a national event sponsor of the organization. For more
information, visit
November
29, 2007
Drexel University College of Law is hosting "No Seat at the Table; A
Discussion of Women and Corporate Boards." The main speaker is Douglas
M. Branson, professor of business law at the University of Pittsburgh
School of Law and author of the recent book, "No Seat at the Table: How
Corporate Governance and Law Keep Women Out of the Boardroom." A panel
discussion will include Elva Banks, SVP of CEO Resources Inc. and
president of the Forum of Executive Women; Joan MacLeod Hemmingway,
professor of law at the University of Tennessee College of Law; and
Ellen C. Wolf, SVP and CFO of American Water and a director of C&D
Technologies. The panel will be moderated by Karl Okamoto, professor of
law at Drexel and a board member of Champps Entertainment Inc. For more
information, visit
Outstanding Directors Exchange (ODX) and Columbia Business School hold an ODX New York session for a series of panels on key issue in corporate governance. For information, visit
Directors
& Boards' latest Boardroom Briefing: The Legal Issue is now
in the mail to you. For an advance
look at this issue, in pdf format, click here (Note: the
file is over 7 megabytes in size).The Legal Issue features new research on how board members look at and work with their law firms, a ranking of top corporate governance law firms, and contains advisories from top lawyers and corporate governance professionals on such topics as:
- Should you eliminate quarterly guidance?
- How does the Gheewalla decision impact your board?
- E-discovery preparedness.
When a New CEO Comes in, Will Risk Walk Out? By Christopher P. Stief and Michael R. Greco of Fisher & Philips
"Green" Certification Mark Protection: Using the Big Stick By Charles L. Howard of Shipman & Goodwin
Women On Boards Survey: Numbers Inching Up, Fewer Companies with No Women Directors, ‘Early Adopters’ See Value
A compelling insight into the state of board diversity comes courtesy of the just-released results from the Forum of Executive Women’s 7th annual Women on Boards survey. This survey by the region’s premier organization of influential women leaders, conducted in concert with Deloitte & Touche USA LLP, offers a look at how the boards at the 100 largest publicly held companies in the Philadelphia region (based on 2006 data) reflect gender diversity. Here are key findings:
• The number of women on boards increased less than 1 percent over the previous year — from 9.7 percent in 2005 to 10.4 percent in 2006.
• The numbers are better for the 15 local companies in the Fortune 500, with 13.8 percent women board members. However, this lags the national 2006 Catalyst figure of 14.6 percent for Fortune 500 companies overall.
• The percentage of women serving in executive positions remained stagnant — with 8.7 percent in 2006, compared to 8.6 percent in 2005. This number is tracked because it represents a key “pool” for board candidates. Of those executives listed as most highly compensated, women made up 6.5 percent of those reported as top earners.
• Overall racial diversity on boards decreased by 1 percent, while the number of seats filled by African-American women declined from 7.1 percent in 2005 to 5.7 percent in 2006. The number of Asian-American women holding board seats also dropped, from 2.4 percent in 2005 to 1.1 percent in 2006.
• In 2005, 43 companies had no female board members; in 2006 that number dropped to 40, a positive sign.
• It appears that “early adopters” — those companies that have added women directors over the past few years — are gaining momentum. Published research points to the critical mass or “tipping point” of a minimum of three female board members or 25 percent. In this region, seven area companies — Charming Shoppes Inc., Cigna Corp., Genesis HealthCare Corp., Harleysville National Corp., Kenexa Corp., Penn Virginia Resource Partners, and Mothers Work Inc. — now have boards comprised of at least 25 percent women members.
Click here for a copy of the report, or visit http://www.foew.com.
Director Resources
New Governance Handbook: In response to continuous developments in the realm of corporate governance, The Conference Board Governance Center has issued a new handbook to assist boards of directors in the performance of their duties. The new Corporate Governance Handbook 2007: Legal Standards and Board Practices is an up-to-date compendium organized by the variety of functions in the director’s job description, including: nominee selection and election process, diversification of professional expertise and background, delegation of authority to board committees, conduct of board meetings, adoption of governance guidelines, succession planning, engagement of outside compensation consultants, disclosure procedure and internal control oversight, strategy design and risk governance. A final chapter discusses what issues the board should consider to ensure appropriate D&O liability insurance coverage. For more information, visit http://www.conference-board.org.
The Hunt for Finance Talent: As the baby boomer generation prepares for retirement, much has been written about the pending talent crisis facing almost every industry in the U.S. However, within industries as diverse as healthcare, technology, and financial services, there is a specific need for CFOs to find and develop a distinct new breed of talent that is capable of moving the finance department beyond its traditional technical capability and into the sphere of strategic leadership. High-potential value creators are the CFO’s secret weapon in this changing environment, but many CFOs have failed to develop a formal and deliberate strategy for identifying and nurturing this vital set of future leaders. A recent survey conducted by Deloitte Touche Tohmatsu in collaboration with the Economist Intelligence Unit has uncovered telling findings relating to the uphill battle many CFOs face in populating their finance departments with high-potential individuals. The following is a link to the report — http://www.deloitte.com/financetalent.
Middle-Market D&O Coverage: Zurich has expanded its directors & officers liability insurance offering for middle-market companies in North America. The enhanced offering, which includes several management liability products under one form, now targets private and not-for-profit companies with up to $750 million in assets and fewer than 1,500 employees. Additionally, Zurich has incorporated core enhancements to its policy form, simplifying the underwriting process. “The middle-market form provides a broad array of critical coverages, packaged with risk management services, for greater convenience, flexibility and efficiency,” said Salvatore Pollaro, senior vice president, Zurich.
Resource-Filled Web Site: Change Leaders Inc., a consultancy specializing in board development, CEO coaching, and executive team development, has created a Web site with 600-plus links for CEOs, boards, and corporate governance topics. Visit http://www.change-leaders.com.
Author Notes
Gordian Group LLC, a New York City-based investment bank, has been purchased by its long-term founding partners Peter S. Kaufman and Henry F. Owsley. Gordian Group will continue to specialize in the distressed and financial structuring sector and to focus on recoveries to debtors and stockholders. The firm is currently ranked 7th by The Deal in its list of "Top Investment Banks," and Kaufman and Owsley are ranked 2nd and 4th, respectively, in its list of "Top Investment Bankers." Kaufman and Owsley are the authors of the book, Distressed Investment Banking: To the Abyss and Back, an excerpt of which appeared in the Third Quarter 2006 issue of Directors & Boards.
AlixPartners, the global restructuring, consulting, and financial advisory firm, has appointed Pamela M. O’Neill as a managing director in its New York office. She has extensive experience in performing financial advisory engagements for a variety of purposes, including litigation, financial and tax reporting, reorganization, divestiture, and bankruptcy. She has been retained as an expert witness in numerous litigation consulting engagements, and has prepared and delivered expert witness testimony litigated in New York and across the country.
Gary Hart has been named senior vice president of flight operations for NetJets Aviation. Prior to coming to NetJets in 2004, Mr. Hart held senior positions at a number of business aviation companies. He served as president of Raytheon Travel Air, a fractional ownership company located in Wichita, Kan., and previously was VP of operations for FlexJet. He also held positions at AMR Combs Worldwide Air Charter (a subsidiary of American Airlines) and Martin Aviation. Mr. Hart is a past Air Charter Committee Chairman at the National Air Transportation Association. NetJets Aviation is a wholly owned subsidiary of NetJets Inc.
Matt Turner has been named head of the Chicago office of Pearl Meyer & Partners, a national independent compensation consultancy. He has been a managing director with the firm. He specializes in executive compensation strategy, incentive plan design, and developing performance measures that assist compensation committees in setting shareholder-focused performance targets. He is a frequent speaker on compensation issues and has conducted workshops with industry organizations including the Conference Board, WorldatWork, The American Management Association, and Financial Executives International.
Challenger Capital Group Ltd., a Dallas investment bank and private equity firm, has named Thomas C. Keene managing director–private equity. He brings more than 20 years of investing, strategic planning, and operations management experience to Challenger’s private equity arm. Most recently, he served as executive vice president with Carlyle Management Group/Ewing Management Group in Dallas, where he was responsible for developing value creation strategies for potential acquisitions and portfolio companies and for ensuring implementation of portfolio company improvements. During his tenure, he also held line positions in several portfolio companies, including serving as global president and COO of a $675 million automotive company. Challenger Capital’s briefing on “Leveraging Directors as Deal Sources” appears in the Fourth Quarter 2007 issue of Directors & Boards.
Davia Temin, president and CEO of Temin and Company, is being honored by the Girl Scouts Council of Greater New York at its 15th Anniversary Women of Distinction event on October 31. In its tribute to Ms. Temin, the organization noted, “As a former Girl Scout, an entrepreneur and influential leader in marketing, public relations, and crisis management, she serves as an ideal role model for our Girl Scouts, a testament to what women can achieve.” For information on the event, visit http://www.girlscoutsnyc.org.
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