Cover Story

Who speaks for the board?
Asked another way, should the board have its own ‘voice’? It may be time for the board to be less a sealed chamber and to consider adopting some ‘new normal’ best practices for communicating with its outside constituencies. A roundup of expert testimony from the governance, investor, and communications communities: Jay Lorsch, John Wilcox, Jeffrey Sonnenfeld, Robert Ferris, Howard Rubenstein, Francis Byrd, Betsy Atkins, Myles Martel, Peter Clapman, Gerald Voros, Lissa Perlman, Mario Cibelli, Leon Panetta, Debra Perry, Joele Frank, Karen Kane, and Robert Dilenschneider and Barbara Ettorre.

Features

How executive pay lost its way
By Stephen F. O’Byrne and S. David Young
Two misguided notions are making it exceptionally difficult for directors to create strong incentives at reasonable cost to the shareholders.

Make CEOs earn their pay
By Alfred Rappaport and Paul Hodgson
Here is how compensation committee members need to start thinking about the next generation of stock options.

Executive pay: Incident in the boardroom
By Robin A. Ferracone
The CEO’s pay request was over the top, and the board caved. What happened when a compensation consultant’s advice was ignored.

Three mistakes of search committees
By Greg Carrott
It’s so easy, and so reckless, to fall in love with the wrong candidate. Take heed of these huge pitfalls, including the fallacy of ‘Pepsi pretty.’

What drives those in the driver’s seat
By Liz Dow
Want a higher level of engagement on your board? Here are suggestions for CEOs to more effectively interact with board members and, likewise, for directors to better interact with their CEO.

Book it: Best bets for board reading
From a roundup of new books, leadership insights on being a winner in the career game, the dangers of denial, the new citizen activism, director dilemmas, being in the “Squawk Box” during the 2008 market meltdown, and memorable moments from a board meeting.

A new global voice in governance
By Phillip Baldwin
A brief on the just-launched Corporate Secretaries International Association and its 20 Practical Steps to Better Corporate Governance.

Departments & Columns

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