1. Articles in category: BoardBlogs

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    1. What Every Compensation Committee Needs to Know About the Outstanding Dodd- Frank Rules

      What Every Compensation Committee Needs to Know About the Outstanding Dodd- Frank Rules

      This interactive webinar will look at the new focus in the change in control area and the pending Dodd-Frank regulations pertaining to executive compensation, including pay ratios, performance charts and clawback policies and provisions, and any other areas that arise at the time...

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    2. Directors Consider Peer Performance

      Directors Consider Peer Performance

      Years ago, a highly regarded director and board chairman confided, "We have to be better about getting the poor and mediocre directors off the board." The issue was the collegiality of the boardroom and the reluctance to confront a non-performing director.

      Today, according to the latest PwC 2013 Annual Corporate Directors Survey conducted during the summer of 2013, directors have signaled increased concern about their peers in the boardroom. With 934 public company directors responding, 35 percent now say someone on their board should be replaced compared to 31 percent in 2012.

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    3. Time for Criminal Penalties Against Non-Profit Board Members?

      Time for Criminal Penalties Against Non-Profit Board Members?

      This past week, two high-profile non-profit institutions have seen their stellar reputations collapse at the hands of “alleged” criminal activity by their eminent leaders. First, Westfield State University has been sent reeling from widespread media coverage concerning accusations against its President, Evan Dobelle, and his alleged inappropriate personal spending of university funds. The Commonwealth of Massachusetts has commenced an investigation and it appears that Dobelle will soon be out of a job (although he may be assigned one as an inmate within a state prison). Not to be outdone, Metropolitan New York Council on Jewish Poverty found itself in The ...

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      Mentions: CEO
    4. Its Time for Bill Gates to Part Ways with Microsoft

      Its Time for Bill Gates to Part Ways with Microsoft

      Maybe Bill Gates should follow Steven Ballmer out of Microsoft.  Allowing Microsoft to buy Nokia’s smartphone business as he exits will saddle Mr. Ballmer’s successor with a flawed strategy. Mr. Gates, the company’s founder and chairman, bears some responsibility for this and other missteps. With less than 5 percent of the shares – scarcely more than Mr. Ballmer owns – Mr. Gates matters more to his charitable foundation than to Microsoft these days...

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    5. Blackberry Shareholders Hold Their Breath

      Blackberry Shareholders Hold Their Breath

      June of 2008 was a golden time for Blackberry’s shareholders. Blackberry was it when it came to smart phones. The company had a market value of approximately $85 billion, and the ceiling seemed limitless. If one were living in a vacuum for the last 5 years, they would assume this week’s announcement of a $4.7 billion proposed buy-out of Blackberry by its largest shareholder, Fairfax Financial Holdings, would not be greeted with open arms by the company’s shareholders. The reality, however, is much different. The $9 a share buy-out from Fairfax could, in fact, be seen ...

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    6. For a Better Way to Prosecute Corporations, Look Overseas

      For a Better Way to Prosecute Corporations, Look Overseas

      The favored new tool of the corporate prosecutor, the deferred prosecution agreement, is being actively exported to other countries. In these agreements, prosecutors allow large corporations to avoid a criminal prosecution entirely by agreeing to pay a fine and adopt reforms. Five years after the financial crisis, many doubt whether prosecutors have taken business crime seriously enough, and some of the blame is laid on lenient deferred prosecution agreements...

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    7. Fire Dobelle, and Westfield’s Board

      Fire Dobelle, and Westfield’s Board

      The Boston Globe today has 2 front page stories on the spending scandal at Westfield State University involving President Evan Dobelle. It is amazing this story has dragged on as long as it has. Westfield’s Board of Trustees should have fired Dobelle weeks ago when it identified continued inappropriate personal expenditures that he claimed were university related. The board’s seeming reluctance to fire Dobelle is a case study in crisis management failure. 

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    8. Jamie Dimon as the Steven Cohen of Banking

      Jamie Dimon as the Steven Cohen of Banking

      Could Jamie Dimon possibly find himself joining Steven A. Cohen among the government's favorite Wall Street targets? Vanity Fair recently wondered whether embattled hedge funder Cohen is the government's White Whale, who eludes U.S. attorney Preet Bharara's monomaniacal pursuit of insider trading on Wall Street. Now, after JPMorgan , the largest bank in the U.S. by assets ...

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      Mentions: Investment CEO SEC
    9. Carl Icahn: Challenging the Imperial Boardroom

      Carl Icahn:  Challenging the Imperial Boardroom

      I'm no political scientist, but it doesn't take a genius to understand that voting is crucial to democracy. When things aren't going well, citizens can vote the leaders out. A lot of blood has been shed for these rights, and while democracy isn't perfect, to paraphrase Winston Churchill, it's far better than any other system of government...

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    10. Path to Better Non-Profit Board Performance is Tied to Four Key Areas

      Path to Better Non-Profit Board Performance is Tied to Four Key Areas

      Governing a nonprofit sustainably is complex, and requires knowledge, judgment, skills and leadership. While some nonprofits have effective boards that perform well, and therefore advance the mission of the organization, many fail to use their boards wisely.   With a modest amount of effort in the following four interrelated areas nonprofits could do much better...

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    11. Cramer: Microsoft Dividend is a Move of Desperation

      Cramer:  Microsoft Dividend is a Move of Desperation

      Microsoft's new dividend hike may be a desperate move by a company that has better strategic options, CNBC's Jim Cramer said Tuesday. Microsoft announced a more than 20 percent increase in its dividend Tuesday and disclosed plans for a new $40 billion buyback. The quarterly dividend was raised to 28 cents per share, a 5 cent boost over the previous quarter. The dividend will be payable to shareholders on Dec. 12...

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    12. The Governance Intent-Reality Gap (Trap)

      The Governance Intent-Reality Gap (Trap)
      I have been conducting an in recent months--to supplement and information my doctoral research work--asking directors and managers about the importance of strategy, and the extent to which the Board of their company is involved in strategy formulation.
      The overwhelming majority of respondents to date have told me that the Board has a key role to play in [forming] strategy. However, after listening further and checking, I've discovered what appears to be a yawning gap between what respondents claim and what actually occurs in practice. Surprisingly few Boards actually spend much time on strategy at all. Rather, they concentrate ...
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      Mentions: Compliance
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