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Duties of Directors

Add To Cart Directors, Board Of: The 'Up' Chapter -- A gem of governance wit and wisdom from Up the Organization, the revered business bestseller from the 1970s that?s been newly reissued. By Robert Townsend Third Quarter 2007 [2 page(s)] 

Add To Cart The Next 30 Years -- A lineup of accomplished governance players gamely forecasts important challenges and opportunities that await boards in the years to come. Offering their projections are John Wilcox, Jamie Heard, John Castellani, Richard Steinberg, Stephanie Joseph, Lawrence Benveniste, Kurt Schacht, Michael Rhodes, John and Miriam Carver, and John Sweeney. A 30th anniversary issue special feature. Fourth Quarter 2006 [10 page(s)] 

Add To Cart Rethinking the Board -- Can one board do it all? Should one board do it all? Rather than demanding more of our current boards, perhaps what?s needed are breakthroughs in conceptualizing how boards work -- and could work more effectively. ?We are locked into a particular mental model of what a board is.? By Yoram Wind, director of the Wharton School?s SEI Center for Advanced Studies in Management. Fourth Quarter 2005 [6 page(s)] 

Add To Cart The Chairman's Job Description -- Time for a change in your governance leadership? Not sure, though, what it is that a nonexecutive chair should do? Here is a suggested set of duties. By Jay W. Lorsch and Andy Zelleke. Fourth Quarter 2005 [5 page(s)] 

Add To Cart What a Board Needs from its General Counsel -- In order to be a contributor to excellence in governance, corporate counsel must be a teacher, a mentor, and more. A counsel?s top-20 checklist. By Raul Deju of Deju Management Advisors. 4 [ page(s)] 

Add To Cart The First Duty of a Director -- 'To kick me off if we?re mucking it up' ... and other pearls of governance wisdom from the master banker and board leader. A remembrance of Walter Wriston (1919-2005). By Directors & Boards Editor James Kristie. Second Quarter 2005 [1 page(s)] 

Add To Cart Warning -- Potential Danger Ahead! -- A business judge's starting list of "yellow flags" for conscientious directors. By Leo E. Strine Jr., vice chancellor, Delaware Court of Chancery. Summer 2004 [5 page(s)] 

Add To Cart Lord Black and Duke Dick -- Directors are not, and should not think of themselves as, ducal appointees. By Hoffer Kaback, Directors & Boards columnist. Summer 2004 [1 page(s)] 

Add To Cart Oversight to Avoid an Oversight -- Boards can be assertive without usurping management responsibility. By Directors & Boards Chairman Robert Rock. Summer 2003 [1 page(s)] 

Add To Cart The Functions of a Corporate Director -- The author, a longtime chairman of Goldman Sachs, was present at the creation of the modern board. His 1933 memorandum to board chairmen and his 1949 Harvard Business School Club speech are remarkable testimonials to the early recognition of the fundamentals of sound corporate governance. By Sidney J. Weinberg. Summer 2003 [9 page(s)] 

Add To Cart What It Means to Be a Fiduciary -- The right formula for meeting the expectations of the role is to be deeply informed, perpetually skeptical, and collegially independent.By Anthony Knerr of Anthony Knerr & Associates. Spring 2004 [3 page(s)] 

Add To Cart Tom Horton, Adviser Extraordinaire -- Directors & Boards columnist Tom Horton, who died in August 2003, was a great thinker, practitioner, and writer on board accountability and leadership. This "in memoriam" tribute is a collection of his past wise and witty writings for Directors & Boards on the duties of directors Fall 2003 [5 page(s)] 

Add To Cart "The Director's Handbook" By Thomas J. Dougherty -- A book written by a partner at the Skadden Arps law firm that presents "in clear simple language the requirements for boards of directors." The book is reviewed by R. Trent Gazzaway of Grant Thornton. Fall 2003 [1 page(s)] 

Add To Cart What Does It Take To Be a Good Director? -- Let's get practical about director qualifications: Here are the five attributes that provide the foundation for effective performance at the board level. By B. Charles Ames of Clayton, Dubilier & Rice. Spring 2003 [3 page(s)] 

Add To Cart Principles-Based Behavior for Boards -- By focusing exclusively on the new rules, directors may miss the broader principles that will form a more lasting foundation for good governance. Here are seven duties of directors. By Thomas Cole of Sidley Austin Brown & Wood. Fall 2002 [3 page(s)] 

Add To Cart "Responsibilities of Corporate Officers and Directors Under Federal Securities Laws" -- Book review by Prof. Lawrence A. Cunningham, former director of the Heyman Center on Corporate Governance at Yeshiva University's Cardozo School of Law in New York. The book is a 285-page briefing on all major aspects of federal securities laws. Winter 2000 [1 page(s)] 

Add To Cart How Do Boards Add Value? -- Exactly how a board adds value, what specifically that value is, and what can prevent a board from delivering maximum value are topics of great debate. The author, a longtime executive recruiter, asked a number of his clients, who serve as both CEOs and outside directors, for candid responses to these issues. There was a surprising level of consistency in their answers. By Robert L. Heidrick of Spencer Stuart. Winter 1999 [4 page(s)] 

Add To Cart Duty, Honor, Company -- The fundamentals of being a good director, including a corporate governance perception/reality checklist. By Harry J. Bruce, retired chairman and CEO of Illinois Central Railroad. Winter 1997 [7 page(s)] 

Add To Cart Needed: A Mission Statement for Directors -- Boards should formally acknowledge their primary mission: shareholder return. On coming to agreement with management about how returns are to be measured and over what time periods. By Paul F. Miller Jr., retired founding partner of Miller, Anderson & Sherrerd. Summer 1997 [3 page(s)] 

Add To Cart The Vitals of Accountability -- "The key issue for our board, and for every board in America today, is how to ensure accountability," writes Tyco International's chairman and CEO, as he walks the reader through Tyco's board structure and decision-making process. By L. Dennis Kozlowski. Fall 1995 [4 page(s)] 

Add To Cart The General Motors Board Guidelines -- A 28-point plan to guide the board in performing its responsibilities. Summer 1994 [5 page(s)] 


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