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September/October 2007
TEN WAYS TO ENHANCE THE EFFECTIVENESS OF THE AUDIT COMMITTEE
by Richard Leblanc
In several, recent prominent cases, "Snooze and you lose" seems to have been the (accepted) modus operandi of the audit committee. There's lots of room for improvement, as suggested by this governance authority.
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May/June 2007
DUAL-CLASS SHARES: GOVERNANCE, RISKS, AND REWARDS
by Samer Khalil
by Michel Magnan
For some time, the evidence that investors shy away from companies with dual-class shares has been anecdotal. These authors provide data that support the anecdotes.
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January/February 2007
M&A DUE DILIGENCE IN THE NEW AGE OF CORPORATE GOVERNANCE
by Alexandra Reed Lajoux
Imaginary tombstones attesting to the failure of too many M&As dot the corporate landscape. In most cases, managers did not get it right, due diligence, that is.
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May/June 2006
AN INTERVIEW WITH JOHN KENNETH GALBRAITH
by Stephen Bernhut
(Originally published in the September/October 2003 edition of IBJ Online) Erudite and engaging, the world's greatest living economist and one of the 20th century's great intellectuals ranges far and wide.
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May/June 2006
JOHN KENNETH GALBRAITH
by Stephen Bernhut
John Kenneth Galbraith
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January/February 2006
TOGETHER AT THE TOP: THE CRITICAL RELATIONSHIP BETWEEN THE CHAIRMAN AND THE CEO
by Richard Hossack
Scrutiny of governance practices has highlighted the benefits that a company can - and needs to -- enjoy from a harmonious relationship between these two officers.
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November/December 2005
ADDING VALUE: THE CASE FOR ADDING IT-SAVVY DIRECTORS TO THE BOARD
by Sid L. Huff
by P. Michael Maher
by Malcolm Munro
At last, more and more directors are coming on board who recognize that a company's IT systems and practices should be leveraged rather than ignored.
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November/December 2005
BOARD PERFORMANCE: A THREE-LEGGED STOOL
by Paul Cantor
When selecting board directors, there's no substitute for experience, expertise and a willingness to interact and add value. Anything less and a board won't work.
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November/December 2005
HOW SHAREHOLDER ACTIVISTS PICK THEIR TARGETS
by Eric Wang
by Jacob Musila
by Shamsud D. Chowdhury
It's been slow in coming, especially compared to actions in the United States, but shareholder activism in Canada is gathering momentum, albeit somewhat slowly.
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November/December 2005
THE EARLY WARNING SUMMIT: A PRACTICAL APPLICATION OF GOVERNANCE
by Douglas J. Enns
Earnings, for example, may surprise "the street" but boards that implement an "Early Warning Summit" will see it coming and be able to prepare for it and other surprises.
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September/October 2005
LEADERSHIP IN THE BOARDROOM: WHY FEEDBACK IS VITAL EVEN AT THE TOP
by Rob Goffee
by Gareth Jones
Board and director evaluations will be greatly enhanced when these author's suggestions are taken into account.
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July/August 2005
DIRECTORS: THE QUALITIES THAT MATTER
by John S. McCallum
Corporate failures and scandals have highlighted how so few directors have the requisite qualities to be effective. The qualities this contributor describes are absolutes.
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March/April 2005
PENSION ACCOUNTING: THE END OF SMOOTHING?
by Christine Wiedman
by Heather Weir
Assessing the state of a company's pension plan by looking at its financial statements is misleading. Enter smoothing and exit the same. But will it make a difference?
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January/February 2005
SUCCESSION PLANNING: OFTEN REQUESTED, RARELY DELIVERED
by Paul Cantor
Almost every organization needs - and has -- a succession plan. But it's the quality of the plan that counts - and in too many cases, is lacking. This author has a comprehensive blueprint and excellent advice.
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November/December 2004
CEO COMPENSATION: TURNING CONVENTIONAL WISDOM ON ITS HEAD (ALMOST)
by Shamsud D. Chowdhury
by Eric Wang
Now read this: Critics who term executive compensation as "excessive" and even "obscene" may have it all wrong, after all.
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September/October 2004
LEVERAGING DIVERSITY TO MAXIMUM ADVANTAGE: THE BUSINESS CASE FOR APPOINTING MORE WOMEN TO BOARDS
by Carol Stephenson
The case for why there are so few women on boards has become stale and easily refutable. Which is why directors must read this compelling business case.
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September/October 2004
PREVENTING FUTURE HOLLINGERS
by Richard Leblanc
Splitting the role of chairman and CEO, for example, may be popular. But real reform in governance will come only when much deeper and more problematic issues are tackled.
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September/October 2004
BOARD PERFORMANCE: A THREE-LEGGED STOOL
by Paul Cantor
Absolutes, like having independent directors, are important, but what makes a board work really well is a mix of directors with expertise, experience and the right dynamics.
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September/October 2004
AN INTERVIEW WITH PROFESSOR JAY LORSCH
by Stephen Bernhut
One of the most respected observers of governance practices has some sharp and not altogether complimentary comments on the state of affairs in boardrooms today.
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September/October 2004
WHAT BOARDS DON’T DO–BUT MUST DO–ABOUT INFORMATION TECHNOLOGY
by Sid L. Huff
by P. Michael Maher
by Malcolm Munro
When it comes to IT, directors just.The fact is, directors rarely discuss IT. That must change, argue these authors, who have solid suggestions for IT-challenged directors.
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September/October 2004
POOR DISCLOSURE AND ELITISM: THE PROBLEMS WITH EXECUTIVE BENEFITS
by Paul Hodgson
The time has come for companies to eliminate the opacity when disclosing executive perks and benefits
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September/October 2004
CANADIAN INTER-LISTED COMPANIES: NAVIGATING THE MAZE OF GOVERNANCE REQUIREMENTS
by Nancy Hoi Bertrand
by Pamela Hughes
There are more reasons than one for not letting your conscience be your guide when it comes to governance regulations. Just let lawyers, for example, these lawyers, be your guide.
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September/October 2004
FROM THE DEAN
by Carol Stephenson
A board's role in fostering vision, values and integrity
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May/June 2004
ARE BOARDS AND CEOS ACCOUNTABLE FOR THE RIGHT LEVEL OF WORK?
by Mark Van Clieaf
Many CEOs are doing work that is, literally, beneath them. And they're getting paid the big bucks for it. Which is why "inappropriate," not "excessive," best describes what's really wrong with executive compensation.
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May/June 2004
THE WALL STREET EXAMPLE: BRINGING EXCESSIVE EXECUTIVE COMPENSATION INTO LINE
by Paul Hodgson
What's really wrong with executive compensation is the glaring disconnect between pay and performance. Read this article and find out how to make the missing link.
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May/June 2004
ALIGNING THE INTERESTS OF AGENTS AND OWNERS: AN EMPIRICAL EXAMINATION OF EXECUTIVE COMPENSATION
by Mark Anson
by William McGrew
by Bridgette Butler
by Theodore White
Divergent interests between shareholders and managers stymie efforts to reform executive compensation. Convergence, as these authors describe, is what's needed.
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May/June 2004
MAKING EXECUTIVE PAY WORK
by Ray Murrill
by Mike Caputo
A funny thing has happened on the way to de-listing stock options from the menu of compensation perks. Other options, such as a portfolio of stocks, are now on the menu.
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May/June 2004
MANAGING THE COMPLEX RELATIONSHIP BETWEEN EXECUTIVE PAY AND PERFORMANCE
by Jeff Kozan
by Claude Boulanger
How can a company offer compensation that attracts and retains talented CEOs and satisfies vocal shareholders? There are options, as these authors describe.
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May/June 2004
FROM THE DEAN: CAROL STEPHENSON ON EXECUTIVE COMPENSATION
by Carol Stephenson
A new era has arrived in executive compensation.
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May/June 2004
REFLECTIONS OF A VETERAN DIRECTOR: THE UNSATISFACTORY PERFORMANCE OF NORTEL’S “DISTINGUISHED” BOARD
by Donald H. Thain
One of Canada's most outspoken -- and respected -- critics of corporate governance practices has harsh words -- and a valuable message -- for board chairmen and directors, particularly those at Nortel.
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March/April 2004
PUBLIC-SECTOR CORPORATE GOVERNANCE: BRITISH COLUMBIA’S BEST-PRACTICES REFORMS
by Elizabeth Watson
In many countries, patronage rules the appointment of directors to public-sector boards. That practice is rapidly disappearing, thanks, in part, to the standards set in this province
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March/April 2004
LEADER'S EDGE UPDATE: SUMANTRA GHOSHAL ON LEADERSHIP, MANAGEMENT AND GOOD GOVERNANCE
by Stephen Bernhut
One of the world's leading management academics has definite ideas on what managers, directors and shareholders can do to prevent debacles like Enron and WorldCom.
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September/October 2003
AN INTERVIEW WITH JOHN KENNETH GALBRAITH
by Stephen Bernhut
by John Kenneth Galbraith
Erudite and engaging, the world's greatest living economist and one of the 20th century's great intellectuals ranges far and wide.
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September/October 2003
INDIVIDUAL DIRECTOR EVALUATIONS: THE NEXT STEP IN BOARDROOM EFFECTIVENESS
by Jay Conger
by Edward Lawler III
Evaluating an individual director can enhance the overall performance of a board. Here's the right way to conduct an evaluation.
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September/October 2003
CAPTURING BOARD POTENTIAL: A VALUE ADDING APPROACH
by Malcolm Munro
by P. Michael Maher
When a board is effective, the whole is greater than the parts. But how to get those parts, the directors, working together? These authors suggest five principles to help.
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September/October 2003
WHAT’S STILL WRONG WITH CORPORATE GOVERNANCE…AND HOW TO FIX IT
by John Carver
In this case too, the whole, the organization, is greater than the parts. Only a comprehensive look at the whole will yield lasting improvements in governance.
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September/October 2003
THE ROLE AND VALUE OF AN EFFECTIVE ADVISORY BOARD
by Barry Reiter
An advisory board is less formal and cumbersome than a board of directors. Properly constituted and managed, it can deliver excellent advice and direction to an organization.
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September/October 2003
THE COMING REVOLUTION IN CORPORATE GOVERNANCE
by James Gillies
by Richard Leblanc
Scrutinizing what directors do and how they do it, rather than the directors themselves, will go a long way to fixing much of what's wrong in corporate governance.
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September/October 2003
CORPORATE GOVERNANCE AND FIRM PERFORMANCE: IS THERE A RELATIONSHIP?
by Beth Young
Contrary to popular opinion there is no direct link between corporate governance and firm performance. This author cites research studies by other academics to debunk a widely held myth
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May/June 2003
STRONGER CORPORATE GOVERNANCE AND ITS IMPLICATIONS ON RISK MANAGEMENT
by Anne Kleffner
by Ryan Lee
by Bill McGannon
Enterprise-wide risk management contributes to better governance, yet despite the pressures, many companies are in no hurry to implement ERM.
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May/June 2003
THE SOCRATIC DIRECTOR
by John S. McCallum
Due diligence may once in a while may fail to uncover improprieties or incompetent management, but the Socratic Method will never fail to expose any wrongdoing.
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March/April 2003
CORPORATE GOVERNANCE AND THE INFORMATION GAP
by Eduardo Schiehll
by Paul Andre
Well-designed incentives, more than checks and balances, will help reduce the information asymmetry between senior management and the board of directors.
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March/April 2003
COMMENTARY: THE STRANGE WORLD OF AUDIT COMMITTEES
by Caroline Oliver
Fix the audit committee -- make it stronger and more independent -- and you'll fix what's wrong with corporate governance. Not so, says this highly expert governance consultant.
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January/February 2003
PENSION PLANS: ACCOUNTING RULES MASK INCREASING DEBT
by Heather Weir
by Christine Wiedman
by Andrzej Zybul
Reading the fine print - in this case, the notes to financial statements - is absolutely necessary. The problem is, we're talking about debt that's not on the balance sheet.
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January/February 2003
GETTING THE BOARD OF DIRECTORS ON BOARD
by Paul Cantor
Companies make sure that potential directors know a lot about the company's business. But as this author points out, they must also know how to manage risk.
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January/February 2003
MEETING THE INFORMATION NEEDS OF INDEPENDENT DIRECTORS
by Barry Reiter
by Nicole Rosenberg
Independent directors are showing up on more and more boards, and organizations must recognize and meet those directors' needs for information
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January/February 2003
GOVERNING THE INVESTMENT OF PENSION FUND ASSETS
by John S. McCallum
Organizations and employees have a lot at stake in their pension funds. Strict and prudent governance of a fund will allow both parties to sleep well, even in today's volatile investment environment.
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November/December 2002
ETHICS AND COMPETENCY: THE MARKET FORCES BOARDS TO TAKE A LONGER VIEW
by David W Conklin
by Frédéric Lesage
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.
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November/December 2002
INSIDERS OR OUTSIDERS: WHO SHOULD HAVE MORE POWER ON A BOARD?
by Glenn Rowe
by Debra Rankin
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
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September/October 2002
BUILDING TRUST BETWEEN MANAGERS AND DIRECTORS
by Lawrence Tapp
Boards and managers can learn to work together, and following these seven steps outlined by Ivey Dean Larry Tapp will go a long way to making it happen.
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September/October 2002
EVALUATING THE DIRECTORS: THE NEXT STEP IN BOARDROOM EFFECTIVENESS
by Edward Lawler III
by Jay Conger
Directors have got to bite the bullet and learn to like being evaluated. They may not really like it, but then, it's the company that counts.
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September/October 2002
CREATING VALUE FROM THE OWNER-BOARD-MANAGEMENT RELATIONSHIP
by Rolf Carlsson
Shareholder activism is good, but both institutional and individual investors who create sustainable value are engaging in the most effective form of activism.
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September/October 2002
COMMENTARY
by Claude Lanfranconi
by Darroch Robertson
A board of directors has a big role to play in financial reporting, but as these Ivey accounting professors wonder, can and should a board do more than it does.
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September/October 2002
LEADER’S EDGE: SUMANTRA GHOSHAL
by Stephen Bernhut
One of the world's leading management academics has definite ideas on what managers, directors and shareholders can do to prevent debacles like Enron and WorldCom.
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