Heidrick & Struggles Governance Letter

After 2009, the flood — of new intervention
By Bonnie W. Gwin and Theodore L. Dysart
What directors can do to prepare themselves for new waves of investor scrutiny and regulatory reach into the boardroom. The key: Think like a shareholder.

Directors Roster
Sponsored by Heidrick & Struggles

Roster: Tracking of 111 directors added to 94 company boards
from October-December 2009.

Columnists

Quiddities By Hoffer Kaback
Kitzur Shulchan Aruch as an M&A guide: A way to clear the Delaware courts’ dockets, if only dealmakers punctiliously adhered to it.

Sutton's Laws By Gary Sutton
It’s a tougher world for corporate leaders: A director pays a sobering visit with his former CEO, now residing in the Gray Bar Hotel.

Legal Brief By Doug Raymond
Advancement rights: Are you covered? Two recent Delaware decisions emphasize the need to review these rights.

Risk Matters By Anthony Galban
When a D&O policy could leave you bare: Your ‘mother company’ policy may not offer any protection when you accept an outside board seat.

Evidence & Perspectives By Ralph A. Walkling
CEO-centric firms: Risks and remedies — Improved governance is one natural antidote to the downside of CEO domination.

Compensation at Work By Robin A. Ferracone and Todd M. Gershkowitz
2010 goal setting: Strike the right balance — The recommended steps to move from a ‘mark-to-budget’ approach to a ‘mark-to-shareholder’ approach.

Departments

From the Chairman By Robert Rock
A ready resource: Maybe a board should have access to its own independent advisers on matters of business strategy.

Editor's Note By Jim Kristie
Then and now: The question of whether to separate the chairman and CEO roles has been a core topic since the journal’s founding.

BONUS SUPPLEMENT Boardroom Briefing — Executive and Director Compensation
A special report that analyzes what’s fair and what’s foul in today’s competitive marketplace and political environment.

Cover Story & Features

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