• D&O liability dangers outside the U.S. borders
    Issue: 2008 First Quarter
    By James H. Proferes
    RISK MATTERS D&O liability dangers outside the U.S. borders In foreign venues, individual risk can be amplified. Here are some questions for your chief risk officer. BY JAMES H. PROFERES A S A DIRECTOR, you are at great- er risk of a foreign directors and officers (D&O) liability lawsuit tod...
  • The enemy: Compliance fragmentation
    Issue: 2008 First Quarter
    By Mellisa Lea
    CORPORATE ACCOUNTABILITY AGENDA The enemy: Compliance fragmentation Automate, centralize, and coordinate your way to an improved GRC process. BY MELISSA LEA I N TODAY'S GLOBAL ECONOMY, a decentralized and fragmented ap- proach to risk management can lead to serious liabilities and unan- ticipated co...
  • Managing the black ink and red flags of FX
    Issue: 2008 First Quarter
    By Wolfgang Koester
    COMPETITIVE EDGE Managing the black ink and red flags of FX Quantifying foreign exchange risk is harder than you think. BY WOLFGANG KOESTER A S A BOARD MEMBER of a multi- national corporation, are you being told that the weak dol- lar has resulted in increased corporate revenues and profits? Today, ...
  • The other private equity
    Issue: 2008 First Quarter
    By William E. Ford
    BIG DEAL The other private equity Despite the credit crunch, growth equity spurs innovation^ promotes economic growth^ and builds strong public companies. BY WILLIAM E. FORD T HE RECORD PACE and volume of "going private" transactions over the past couple of years made private equity a house- hold ph...
  • Big fish, little pond
    Issue: 2008 First Quarter
    By David J. Malizia
    BOARD LEVERAGE Big fish, litde pond How large-company execs best fit into smaller businesses and their boardrooms. BY DAVID J. MALIZIA I N MY 20 YEARS in business I have worked for. interacted with, and assessed many CEOs and manag- ers in dozens of companies across a range of industries — large and...
  • Top 10 ways to avoid trouble in China
    Issue: 2008 First Quarter
    By Ted Revis
    GLOBAL LEADERSHIP Top 10 ways to avoid trouble in China On 'being yourself — not! — and other ways Westerners are advised to tread with care. BY TED REViS C HINA BOASTS the world s fast- est-growing economy, offer- ing a wealth of opportunities for investors who are prepared to participate in market...
  • A postcard from the edge
    Issue: 2008 First Quarter
    By Alexandra Reed Lajoux
    IN MEMORIAM A postcard from the edge Dad's message: 'Corporate America is in trouble, and ifs time for a change!' Remembering Stanley Foster Reed (1917-2007), founder O/DIRECTORS & BOARDS. BY ALEXANDRA REED LAJOUX O N OCTOBER 25, 2007, at 3:25 P.M., my father, Stan- ley Foster Reed, took his las...
  • Why so many companies fail at succession
    Issue: 2008 First Quarter
    By Joseph L. Bower
    Why so many fail at A focus on three circumstances that can cause self-destructive behavior in leader selection, even for the well-managed companies: the style ofthe incumbent CEO, rapid growth, and strategic inflection, Whafs a board to do? BY JOSEPH L. BOWER E VERY YEAR for the past five years, th...
  • Be strategic about board composition
    Issue: 2008 First Quarter
    By Curtis J. Crawford
    BOARD COMPOSITION Be strategic about board composition It is nat've to assume that all directors are equally capable in every respect. Boards need to be built on multiple diverse talents and perspectives to execute their responsibilities effectively. BY CURTIS J. CRAWFORD B OARD COMPOSITION is the c...
  • Worried about your global partners?
    Issue: 2008 First Quarter
    By Scott Moritz
    GLOBAL BUSINESS Worried about your global partners? If implemented properly, investigative due diligence is unsurpassed as a low-costy high-value tool in learning about a company's overseas connections —particularly in light of stepped-up enforcement ofthe Foreign Corrupt Practices Act. BY SCOTT MOR...
  • Setting executive pay in the 'hard spot'
    Issue: 2008 First Quarter
    By Ira T. Kay
    EXECUTIVE COMPENSATION Setting executive pay in the 'hard spof The big challenge: when financial performance is strong but the stock price has not yet responded to reward shareholders. What should the compensation committee do in this scenario? BY IRA T. KAY AND STEVEN VAN PUTTEN B EYOND THE SWEEPIN...
  • The compensation committee recharged
    Issue: 2008 First Quarter
    By Martin Nussbaum
    COMPENSATION COMMITTEE The compensation committee recharged Whafs being asked of the committee in the coming year challenges the traditional distinction between oversight and management. How should the members fulfill their expanded role? BY MARTIN NUSSBAUM C OMPENSATION COMMITTEE members, like thei...
  • Is a health care executive on board?
    Issue: 2008 First Quarter
    By Lynn Shapiro Snyder
    DIRECTOR RECRUITMENT Is a health care executive on board? The health care industry is one tough business — breeding a pool of board candidates experienced in dealing with the most difficult challenges facing Corporate America today. BY LYNN SHAPIRO SNYDER AND SANDRA VAN TREASE I N THE UNITED STATES,...
  • SRI: No longer a niche investment strategy
    Issue: 2008 First Quarter
    By Jerry Moskowitz
    SHAREHOLDER VALUE SRI: No longer a niche investment strategy Being included in socially responsible investment indexes has its rewards. Does your company qualify? BY JERRY MOSKOWITZ I N RECENT YEARS, the notion of a corpora- tion taking the voluntary initiative to up- hold standards and practices th...
  • Kidnap and ransom: Is the risk so remote?
    Issue: 2008 First Quarter
    By Joann Ralph
    GLOBAL BUSINESS Kidnap and ransom: Is the risk so remote? Here is what you need to know about K&R insurance in today's dangerous world. BY JOANN RALPH I NDICATIONS ARE that only a fraction of kid- nappings that are threatened, attempted, or successful are reported. The FBI investigates 350 to 40...
  • Book it: Best bets for board reading
    Issue: 2008 First Quarter
    LEADERSHIP Book it: Best bets for board reading From a roundup of new books, leadership insights on rethinking a succession plan, becoming a first-time president, stakeholder strategizing, VIP treatment, and an ISS-BRT pow-wow. An unprecedented trip to deliver a message From Corpocracy: How CEOs and...
  • Roadmap for successful succession planning
    Issue: 2008 First Quarter
    By Stephen A. Miles
    HEIDRICK & STRUGGLES GOVERNANCE LETTER Roadmap for successful succession planning This robust four-step process enables the board to fully address its leadership transition responsibilities and help set the new CEO on the right course. BY STEPHEN A. MILES AND THEODORE L. DYSART L EADERSHIP TRANS...
  • Directors Roster
    Issue: 2008 First Quarter
    DIRECTORS & BOARDS' DIRECTORS ROSTER SPONSORED BY HEIDRICK & STRUGGLES Directors Roster A quarterly record of new director appointments T HE DIRECTORS & BOARDS Directors Roster — a quar- terly record of new director appointments —• is compiled from public and private sources by the edito...
  • A prime target
    Issue: 2008 First Quarter
    ENDNOTE A prime target A personal rebellion against 'think-alike' hoards motivated the founding 0/DIRECTORS & BOARDS. BY STANLEY FOSTER REED Ed. Note: Stanley Foster Reed, founder of DIRECTORS & BOARDS, died on Oct. 25, 2007, at the age of 90 (see tribute by his daughter, Alexandra Reed La- ...
  • Face the music
    Issue: 2008 Second Quarter
    By Robert H. Rock
    B raced for another harangue from an itinerant corporate gad- fly, my fellow directors were sur- prised when he lauded the board at our annual shareholders’ meeting this winter. Although he began by questioning why we had chosen the coldest day of the year to hold the meeting , intimating it was to ...