Are boards and CEOs accountable for the right level of work?
The court of public opinion says that CEOs are overpaid. This author does not have an argument with that per se, but he does argue, compellingly, that CEOs are overpaid not necessarily because their company under-performs, but because they are being paid for work that is, literally, beneath them. Too many CEOs, he points out are paid for operational, not strategic work. In this important … [ Read more ]
Content: Article | Author: Mark Van Clieaf | Source: Ivey Business Journal | Subject: Corporate Governance
Corporate Governance (CorpGov.net)
“Since 1995 the Corporate Governance site at CorpGov.net has facilitated the ability of institutional and individual shareowners to better govern corporations, enhancing both corporate accountability and the creation of wealth. News, links, commentary, corporate governance definiitons and advocacy geared to the active investor. Browse our small reference library, join our NETwork, subscribe to the publications of our stakeholders.”
Content: Online Resource | Author: James McRitchie | Subject: Corporate Governance
Fair or excessive? A reliable model for determining the appropriateness of executive compensation
A divergence of interests between a company’s shareholders and executives is at the root of the “agency problem.” No issue illuminates just how acute the problem is than executive compensation. Who’s right and what’s fair compensation. Managers with CalPERS, one of the vocal and visible institutional shareholders, have developed a model that will reveal if a certain executive compensation is warranted or not.
Editor’s Note: my … [ Read more ]
Content: Article | Authors: Bridgette Butler, Mark Anson, R. Theodore White, William McGrew | Source: Ivey Business Journal | Subject: Corporate Governance
Smart Questions: How to Vet a Board Member
There’s a lot of talk these days about the lack of independent directors on corporate boards. But it’s not just a big-company issue. There should be at least one outsider on your board, too. Here’s what to ask to get the right person in the chair.
Content: Article | Author: Jennifer Gill | Source: Inc. Magazine | Subject: Corporate Governance
Daniel Yankelovich
Ordinarily, the US public attitude is generous and open minded toward profits and compensation. If somebody makes a lot of money the response is, “Great, someday it might happen to me.” What drives people crazy is when you make a lot of money at people’s expense. This is a powerful political form of resentment. It’s resentment at being exploited. Americans want companies to make a … [ Read more ]
Content: Quotation | Source: McKinsey Quarterly | Subjects: Compensation, Corporate Governance
New CEO Boardroom Survival Guide
CEOs who ignore the importance of board relations do so at their peril.
Content: Article | Author: Beverly Behan | Source: Chief Executive | Subject: Corporate Governance
The Wide Divide: Executive vs. Worker Pay
The Dark Side of CEO Succession
All transitions are tricky. When planning one, here’s what to avoid at all costs.
Content: Article | Authors: Constance Dierickx, Joe McGill | Source: Chief Executive | Subjects: Corporate Governance, Human Resources
Ask the VC: Board Meetings
A series of blog posts on what should be in a board reporting package.
Content: Article | Author: Chris Wand | Source: Ask the VC | Subject: Corporate Governance
The role and value of an effective advisory board
An effective advisory board, properly composed and structured, can provide non-binding but informed guidance and serve as a tremendous ally in the quest for superior corporate governance. This author, a lawyer with significant experience on boards of directors, offers a helpful blueprint for establishing an effective advisory board.
Content: Article | Author: Barry J. Reiter | Source: Ivey Business Journal | Subject: Corporate Governance
Why Didn’t the Watchdogs Bark?
Jack Coffee asks why auditors, attorneys, securities analysts, investment bankers, and government regulators have failed to keep corporations on the straight and narrow.
Content: Article | Author: A.J. Vogl | Source: Across the Board (ATB) | Subject: Corporate Governance
Seeking Trust?
A new reality confronts CEOs and boards today. It includes greater shareholder activism, more independent boards, cross border regulatory cooperation, greater media and rating agency scrutiny, and customers who increasingly respond to social and ethical arguments. To rebuild a bridge of trust across those stormy waters, CEOs and directors must focus on the three R’s of good governance: relationships, risk and return.
Content: Article | Author: Eleanor Bloxham | Source: Chief Executive | Subject: Corporate Governance
Howard Gardner
Ideally, business leaders ought to have three types of counselors who are prepared to speak truth to their power. First, they need a trusted adviser within the organization. Second, they need the counsel of someone completely outside the organization, preferably an old friend who is a peer. Third, they need a genuinely independent board.
Content: Quotation | Source: Harvard Business Review | Subjects: Corporate Governance, Management
A Simple Guide to the Basic Responsibilities of VC-Backed Company Directors
This report is the result of nine months of collaborative effort by 22 leading VC professionals, including CEO’s, attorneys, independent directors, and VCs. It represents the first practical guide to the basic responsibilities of board service in venture capital backed companies. This guide should also be useful to non-directors who are senior managers in VC-backed companies and to anyone associated with a VC-backed company who … [ Read more ]
Content: Article | Source: Working Group on Director Accountabilitiy and Board Effectiveness | Subjects: Corporate Governance, Entrepreneurship, Venture Capital
12 CEO Diseases and How to Treat Them
Some of the “diseases” that CEOs catch may seem minor; these can be the virulent ones that morph stealthily into major corporate illnesses. Following are some CEO diseases and prescriptions for treating them.
Content: Article | Author: Robert Lawrence Kuhn | Source: Chief Executive | Subject: Corporate Governance
Rules For Rookie CEOs
What do newly appointed CEOs have in common? They all face two immediate challenges their first day on the job. First is diagnosing the state of business he or she is taking over and the second is assessing the people who have been running things up to that point. They are difficult chores and Bain experts know the rules. Do you?
Content: Article | Authors: Steve Schaubert, William Hayes | Source: Forbes | Subjects: Corporate Governance, Management
Market Forces
It may be tempting to blame greedy CEOs and lazy boards for runaway executive pay. But a study shows top executives’ salaries are rising in direct proportion to top companies’ size and value.
Editor’s Note: as with almost all articles on executive compensation, this one assumes an efficient market for executive talent, which is an assumption I personally disagree with. Feel free to disagree by … [ Read more ]
Content: Article | Authors: Augustin Landier, Xavier Gabaix | Source: STERNbusiness (NYU) | Subjects: Corporate Governance, Economics
Pay Dirt
As the SEC shines a light on executive compensation, will companies clean up their acts or find new ways to hide excess?
Content: Article | Author: Don Durfee | Source: CFO Publishing | Subjects: Corporate Governance, Finance
Pay For Performance: Beating “Best Practices”
We conducted empirical research on the way various compensation structures work for or against shareholder value creation. We looked at S&P 500 executive compensation plan data, supplemented by conversations with hundreds of executives and consultants. Against this standard, the evidence indicates that certain practices prove out favorably; some with plausible rationales have questionable value, at best, and some are clearly counter productive.
Content: Article | Author: Marc Hodak | Source: Chief Executive | Subjects: Best Practices, Corporate Governance
Rubbing Elbows: The Harm of CEOs’ Social Ties
CEOs shake hands and strike deals. But who do the deals benefit – the company or the chief executive? Researchers have recently uncovered evidence of CEOs’ ability to influence the board of directors and to obtain favorable contractual conditions such as golden parachutes and accelerated cash outs, which are not necessarily in line with shareholders’ interests. In the paper “CEOs Social Capital and Corporate Governance … [ Read more ]
Content: Article | Source: IESE Insight | Subject: Corporate Governance
