External Management Article Link

 
Governance
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Capturing board potential: A value adding approach
A board is often a snapshot of the organization: There are a lot of talented individuals, but the real challenge is getting them to work together, for the common good. These professors have developed five principles to enhance the process. The first principle? It starts at the top, with the chairman.
Publication: Ivey Business Journal
Corporate Governance and Firm Performance: Is There a Relationship?
The belief that governance best practices lead to superior firm performance is widespread. But as academic research and this article demonstrate, most studies prove that there is no link between governance and performance. Nor is there proof that the highly desirable director independence has a positive impact on firm performance.
Publication: Ivey Business Journal
Corporate Governance and the Information Gap: The Use of Financial and Non-Financial Information in executive compensation
Information asymmetry may never be more pronounced than in the imbalance between managers and board members. Simply put, management knows more than the board. To level the playing field, the board can implement performance-based incentive systems. But as these authors point out, to what extent should boards integrate financial and non-financial measures of performance in corporate incentive plans?
Publication: Ivey Business Journal
Corporate Governance: The Shape of Governance to Come
The recent report by Guylaine Saucier on corporate governance is the latest one on a topic that has come under tighter and tighter scrutiny. One of the leaders in governance standards has been Bank of Montreal, and in this article, its Chairman and CEO Tony Comper describes the practices for which the bank received the Conference Board of Canada's National Award of Governance. From its policy on recruiting directors to its role in ethical oversight, the boards' exemplary -- and best -- practices are described.
Publication: Ivey Business Journal
Corporate Reform: The Heat Is On
The new law gives directors more power and responsibility—and exposes them to greater legal risk. Here’s how they can wield their extra clout and avoid seven potential pitfalls.
Publication: Corporate Board Member Magazine
Dial ''M'' for Malfeasance
New regulations will require companies to put in complaint systems for employees. But CFOs say setting up good lines of communication can be a real pain.
Publication: CFO.com
Ethics and Competency: The Market Forces Boards to Take a Longer View
Legislation and regulations definitely can ensure higher standards of governance, but the most effective and compelling force may be the market itself, especially in this era of newfound investor empowerment.
Publication: Ivey Business Journal
Fixing Corporate Governance: A Roundtable Discussion at Harvard Business School
Bad business practices on a huge scale have made corporate governance Topic A of late. In a roundtable discussion, Harvard Business School professors Krishna Palepu, Jay Lorsch, Rosabeth Moss Kanter, Nancy Koehn, Brian Hall, and Paul Healy explore guidelines for change.
Publication: Harvard Business School: Working Knowledge
Getting the Board of Directors on Board
Today’s directors are too often selected for their judgment, their leadership and their business skills. Commendable traits, all, but as this author points out, they’re not of much use unless the directors also know ‘when’ to act. This comes only with a deep understanding of the company’s risks.
Publication: Ivey Business Journal
How to Build a Better Board
Boards need to work smarter and with a design in mind, says professor Jay Lorsch. Lorsch discusses his new book Back to the Drawing Board, co-written with Colin B. Carter.
Publication: Harvard Business School: Working Knowledge
Individual Director Evaluations: The Next Step in Boardroom Effectiveness
Skeptics see little value in assessing the performance of individual directors. But these coauthors, experts in leadership and governance, say that correctly carried out, evaluations are highly valuable and provide a mechanism for the board and the CEO to hold each other accountable for clearly defined performance expectations.
Publication: Ivey Business Journal
Insiders or Outsiders: Who Should Have More Power on a Board?
Most parties today agree that outsiders should hold the balance of power on a board. Perhaps so, but there is also a third way, write these authors, who suggest that insiders and outsider should have equal power.
Publication: Ivey Business Journal
Looking for CEOs in All the Wrong Places
In searching for a new CEO, many companies depend on board contacts to find candidates and diminish the role of search firms. And that may be a big mistake, suggests HBS assistant professor Rakesh Khurana.
Publication: Harvard Business School: Working Knowledge
Meeting the Information Needs of Independent Directors
It is now generally acknowledged that most boards need more directors who are truly independent. But the very fact that new directors are independent implies that they are, unwittingly and to a certain extent, uninformed about the company and its business. Which is why the quality of the information they get from the company must be very high.
Publication: Ivey Business Journal
SEC Commissioner Sees "Healing and Reform"
SEC Commissioner Harvey J. Goldschmid blames corporate failures in part on inadequate gatekeepers, but sees healing in history.
Publication: Harvard Business School: Working Knowledge
Shareholders Key to Corporate Reform
Want fundamental corporate reform? Start with shareholders, say Harvard Business School professor Cynthia Montgomery and research associate Rhonda Kaufman. Excerpted from Harvard Business Review.
Publication: Harvard Business School: Working Knowledge
Sharing the Responsibility of Corporate Governance
Is business malfeasance always the board's fault? HBS professor Constance Bagley argues that everyone has a stake in ethical behavior and moral reasoning.
Publication: Harvard Business School: Working Knowledge
Tackling Corporate Governance
"Managers, directors, and investors are all blamed for corporate missteps. David Larcker, who heads the School’s new corporate governance program, says GSB researchers are positioned to temper strong opinions with more facts. ... "
Publication: Stanford Business Magazine
The Coming Revolution in Corporate Governance
Most of the talk about better corporate governance has focused on the independence of directors and the separation of the CEO and chair. Not so, argue these authors, who point out that the most important factor is board process -- how boards work and reach the decisions they do. Improving process will not only improve board governance but will prove that there really is a link between a board of directors and a firm’s financial performance.
Publication: Ivey Business Journal
What Continues to Be Wrong with Corporate Governance . . . And How to Fix It
Reform of corporate governance is hindered by incremental approaches to improvement derived from management. A more powerful paradigm emerges from considering imperatives inherent in the board’s organizational position rather than from analyses more suitable to management than governance. This author argues that proper governance is not an expression of management “one step up,” but of ownership “one step down,” its role one of enlightened command rather than helpful advice.
Publication: Ivey Business Journal


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