By now, you may have heard that Canadian Pacific CEO Fred Green, Chairman John Cleghorn, and four other CP directors have resigned or will not stand for re-election, to make way for Pershing Square’s Bill Ackman and a new slate …
Harvard and MIT Innovate: Rest of HigherEd Should Take Note
Something happened this week in higher education that you may have missed. Harvard University and Massachusetts Institute of Technology (MIT) teamed up to announce a $60M investment in “massive online courses,” known as edX. This initiative was said by the …
Canadian Pacific is a Teachable Governance Moment
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 …
Augusta Golf Club Needs to Get Real and Admit Women Members
CNN’s Piers Morgan, Masters winner, Bubba Watson, Donald Trump and National Association of Corporate Directors’ (NACD) CEO, Ken Daly, all weighed in this week on Augusta National Golf Club’s policy of excluding women members. See, if you are interested, the …
SNC Lavalin and RBC in the News
If the CEO of SNC Lavalin allegedly over-rode his own CFO and breached the company’s code of ethics in authorizing $56 million of questionable payments to undisclosed agents that the federal Canadian police are now investigating, did the board of …
IT Skills Needed Around the Board Table
In a speech I gave this week to a large room of directors in Montreal, I asked for a show of hands as to how many directors use iPads. About 80% of the hands went up. When I asked the …
Shaping a Not-for-Profit Board of Directors
Should not-for-profit governance be short-changed because of scarce resources and directors being unpaid? Are directors’ fiduciary duties less because it is a volunteer position? Are directors less at risk? The answer is “no” to all of the above questions. Not …
Does Canada have a White Collar Crime Problem? A Red Flag Checklist for Directors
“This city, this province, this country has a reputation of being the best location to carry out white collar crime, corporate fraud, in the industrialized world.” These public words are not from some scholarly journal but from a hard-hitting, no-nonsense …
The Governance of Executive Compensation: A Counterpoint for Compensation Committees
For those compensation committees and their advisors who wish to get ahead of current and emerging requirements and meet best practices in this area, here are ten suggestions, independently and constructively offered: 1. Independent Members Committee independence should exceed black-letter …
Facebook gets an “F” for governance and an “F” for diversity
“It’s [insert significant shareholder’s name]’s way or the highway” is a common refrain I hear from directors on control block boards. Facebook’s governance has been described by Businessweek as resembling a “dictatorship” and by a Wall Street Journal blog as …