Directors & Boards

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Articles in Fall, 2004 issue of Directors & Boards

• American leadership
  by Robert H. Rock
• The art of it all
• To split or not to split: Roger, Henry, Bunkie, and Lee … in boardroom blackjack
  by Hoffer Kaback
• A rundown on D & O run-off insurance: what is it, when would you need it, and how do you get the best coverage?
  by Stephen J. Weiss
• Flat sales, flat board: there's no fizz in the way Coca-Cola's directors have been acting of late
  by Gary Sutton
• Neither an auditor nor an editor be: how directors should approach their role in reviewing periodic reports
  by Doug Raymond
• The directors' intelligence link: as the definition of what constitutes governance expands, so too will the board's reliance on the investor relations officer
  by Louis M. Thompson, Jr.
• The Ultimate Board Member's Book
  by Richard T. Ingram
• The critical difference: business leaders and investors more than ever believe that companies with the best governance will be the best-performing companies. The foundation for corporate governance is a commitment to ethical behavior
  by Steve Odland
• Dissidents, and dissent, in the boardroom: greater shareholder say in director elections is a looming prospect. What will this mean for the culture of board process and interaction—and will boards need a new 'etiquette' for handling dissent?
  by James Kristie
• When it's time to say, 'stop this bus!': directors must track problems and take action at an early stage. Here are warning signs that should make you question whether the company is going in the right direction
  by Al Koch
• Women as directors: the 'inside' story; Looking beyond the number of women serving as outside directors to the number serving as inside directors, a startling statistic emerges—only about 2.5% of all insiders are women
  by Catherine M. Dalton
• Selecting an internal candidate for CEO: this process will take some of the 'crap shoot' out of determining whether your internal CEO candidates are viable successors
  by Robert C. Muschewske
• Safe passage in approving pay plans: executive pay decisions are ending up in court. Here are processes for a compensation committee to implement to make appropriate decisions and help shield itself from liability
  by Thomas A. Cole
• Directing mutual funds: drama without tragedy; How a mutual fund board can garner 'two thumbs up' for its performance
  by Frank Thomas
• A director's guide to D & O insurance: today, increased competition for D & O premium dollars is creating an opportunity for board members to lower their rates, increase their coverage, and negotiate on key terms and conditions
  by David Shaw
• Crafting the pay of non-CEO chairmen: with the number of non-CEO chairmen expected to increase, boards and compensation committees must arrive at a more complete understanding of how individuals in this role are paid
  by Pat Haggerty
• Under scrutiny: governance in Canada; U.S. practices are having a significant impact, and other distinctive initiatives are under way to protect investors and rebuild confidence in the country's capital markets
  by Andrew J. Beck
• The new rigor in director recruiting: a more thoughtful search process, such as the 10-step methodology recommended here, will result in a more cohesive and effective board
  by Julie H. Daum
• Directors roster: a quarterly record of new director appointments sponsored by Spencer Stuart
• Company index
• Directors index
• Beyond the wider net: as the 'sitting CEO' model of board composition ceases to be the dominant form, the future challenge is not just finding the right replacements but finding the right combination of people who will interact in the right way
  by Sharon L. Allen
• The Goizueta Directors Institute at Emory University
  by R. William Ide
• Comments from the proceedings of the 2004 Goizueta Directors Institute
• Agenda
• Executive summary
• The new paradigm
• Creating effective oversight
• Major issues on the horizon