The fight for Canadian Pacific Railway (CP) by activist investor Pershing Square demonstrates several shortcomings in the public company governance model and what can be learned from private equity. CP and RIM are significantly underperforming Canadian companies. There are numerous …
Board and Committee Leadership
First Among Equals: The Art of Chairing a Board
The former Prime Minister whispered in my ear before the board meeting of the bank, “Watch the way I chair this meeting, Richard.” Seeing a meeting chaired almost perfectly is a rarity so I paid attention and was not disappointed. …
Why Corporate Boards Lack Courage
Last night on the national news, embattled imaging-seller Kodak was compared to Research in Motion by a commentator comparing both companies’ inability to exploit advantages that they originally created. Regarding Kodak, one younger woman who was interviewed remarked, “What is …
Executive Compensation is “Corrosive” and “Undermines Trust”: Connecting the Occupy Movements
I remember when US pay czar Ken Feinberg told a group of academics gathered at Wharton business school for a corporate governance conference to discuss the aftermath of the Global Financial Crisis that he was looking for independent compensation consultants …
Boards and Sexual Assault on Campus
“As the graduate assistant put the sneakers in the locker, he looked into the shower. He saw a naked boy, Victim 2, whose age he estimated to be ten years old, with his hands up against the wall, being subjected …
The Boardroom of the Future: Changes that will reshape corporate governance
A global “mega-cap” company recently asked me to submit a briefing on how a boardroom of the future will look. This is an abridged summary of my report. Democratization of governance Your shareholders will nominate and elect your directors by …
Board Leadership ~ No One Sized Fits All Approach
There is a lot of prescriptive dogma about board leadership, from academics, rating agencies and shareholder groups, espousing a board chair separate from the CEO, even though the academic evidence is that having a separate, independent board chair does not …
Six Corporate Governance Lessons for Boards of Directors from News Corp and Rupert Murdoch
I remember one of the first times I observed a control block board in action. I was seated in the corner of a large room, with a yellow note pad. Very esteemed directors were at the boardtable. After a short …