Article Index

October, 1997 BOARD MAILINGS: BROWNING-FERRIS "BITE-SIZED" SERVINGS TURBOCHARGING YOUR AUDIT COMMITTEE Q&A: Easing out the "seat occupier." BANK OF AMERICA'S TOUGH BOARD EVALUATION PLAN STRENGTHENING THE BOARD'S INFO PIPELINE ARE TIME BOMBS IN YOUR BOARD MINUTES? BOARD WANNABES: THREE HOT TICKETS THAT STAND OUT   November 1997 THE BOARD MEETING BEFORE THE BOARD MEETING HOW ONE COMPANY MAKES THE "LEAD DIRECTOR" WORK QUICK TIP: FINDING GOOD DIRECTORS BOARD COMMITTEES: DIVIDE AND CONQUER BOARDROOM BITS: DON PERKINS Q&A: When you're the "lone voice" on the board CORPORATE COUNSEL AND THE BOARD: 3 TIPS BOARD WANNABES: YOUR TOUGHEST SALE   December 1997 ADMINISTERING YOUR BOARD: HOW TO's 4 TRICKS FROM THE BUSIEST DIRECTOR CALL A HUDDLE FOR YOUR OUTSIDER DIRECTORS BOARD LEGAL COMPLIANCE OVERSIGHT: 5 TIPS BOARD WANNABES: 3 STEPS TO VISIBILITY SETTING INSIDER STOCK TRADING POLICY Q&A: Healing board factions   January 1998 4 HIDDEN GOVERNANCE LIABILITY TRAPS THE STARTUP BOARD TRY A 2-DAY BOARD MEETING SETTING (AND KEEPING) YOUR AGENDA - 5 TIPS A "MUST HAVE" FOR YOUR AUDIT COMMITTEE 4+ D&O INSURANCE MONEY SAVERS Q&A: When your CEO is the problem   February 1998 5 TIPS FOR GROWTH COMPANY BOARDS GOVERNANCE COMMITTEE "HOW-TO'S" THE FAMILY BUSINESS BOARD CEO JOB DESCRIPTIONS AFTER THE IPO: 6 QUESTIONS Q&A: Board meeting "surprises"   March 1998 YOUR BOARD AND THE ANNUAL REPORT: 3 TIPS CONSIDER AN "ADVISORY BOARD" BOARD STRATEGY SETTING TOOLS A "CHANGE OF STATE" FOR YOUR BOARD? FIVE HINTS FOR PUTTING YOUR BOARD ONLINE Q&A: The CEO's legal "problem"   April 1998 PUTTING YOUR BOARD RETREAT TO WORK ONLINE FIND: GREAT "BOARDROOM 101" TIPS 4 WAYS "RULES OF ORDER" WORK FOR YOU 10 STEPS TOWARD BOARD EVALUATION MERGING 2 BOARDS: HOW WE DID IT Q&A: Are director chats "treasonous?"   May 1998 BREAKING IN NEW DIRECTORS A BOARDROOM BOOST FOR WOMEN 3 TIPS FOR POWER BOARD RECRUITING BOARD LIABILITY: OVERSIGHT VS. "OVERSIGHT" BOARDROOM BITS: CHARLES ELSON ONLINE FIND: KEEPING TRACK OF YOUR OPTIONS BOARD WANNABES: A BOARD CAREER MOVE Q&A: The case of the missing directors.   June 1998 BOARDS & MERGERS: 3 TIPS FAMILY BOARD TRANSITIONS ONLINE FIND: GREAT NONPROFIT BOARD STUFF NEW DIRECTOR "HAZING" AT MALLINCKRODT 4 DIRTY LITTLE BOARDROOM SECRETS 2 BOARD TRAINING FINDS BOARD SEATS: HOW MANY ARE TOO MANY? Q&A: CEO "evaluation shyness"   July 1998 TWO CHEERS FOR CHAINSAW AL DUNLAP? HOW ONE NEW CEO TURNED A BOARD AROUND 4 SMART COMPENSATION COMMITTEE TIPS MAKE YOUR BOARD AN ALLIANCE "MATCHMAKER" DON'T FORCE YOUR NON-PROFIT TO ACT LIKE A FOR-PROFIT BOARD INVESTIGATIONS: 4 DANGERS Q&A: Board search "red flags"   August 1998 GM: BOARDS AND STRIKES JOHN SCULLY: OUR BOARD'S CEO SEARCH 3 GREAT ONLINE FINDS FOR YOUR BOARD 6-POINT CHECKLIST FOR GOVERNANCE GUIDELINES 4 TIPS FOR SMARTER, STRONGER AUDIT COMMITTEES HOW WE MAKE CEO EVALUATION SUCCEED Q&A: When divorce hits the boardroom   September 1998 RETURN OF THE BOARDROOM REVOLTS? BOARDS AND CORPORATE COUNSEL - 5 IDEAS DELPHI'S "CLEAN SHEET OF PAPER" BOARD STOCK SPLITS? BUYBACKS? HOW DO DIRECTORS DECIDE? HOW IDEALAB! "MASS PRODUCES" BOARDS ANNUAL MEETINGS: WHO DOES WHAT? Q&A: Boardroom bulls vs. wallflowers   October 1998 MAKING YOUR BOARD AN "ALL-STAR" TEAM HOW BOARDS GET ROLLED ON CEO PAY 4 WAYS IR TALENT CAN BOOST YOUR BOARD... ... OR, HOW ABOUT A CFO? 3 SOFTWARE FINDS FOR BOARDROOM SUPPORT BOARDROOM BITS: WARREN BATTS 2 GREAT NONPROFIT FINDS EURO GOVERNANCE PROGRAM IN DECEMBER Q&A: Our "Need-To-Know" CEO   November 1998 CEO SUCCESSION: WHY THE BOARD BELONGS REPORT: BOARDS AND CEO SUCCESSION A FREE AUDIT COMMITTEE FIND BOARD WANNABEES: 5+ TIPS FOR WOMEN HANDY "HOW-TO" FOR NON-PROFIT GOVERNANCE COMPAQ'S CD "BOARDROOM BUNDLE" VENTURE CAPITAL SAVVY ONLINE Q&A: How Do I Interview Board Prospects?   December 1998 A GLOBAL GOVERNANCE CARE PACKAGE? TOP 5 BOARDROOM BONERS D&O INDEMNIFICATION - 3 DANGERS! AN ONLINE AUDIT COMMITTEE CHECKLIST BUILD BOARD PAY INTO YOUR RETIREMENT A BOARDROOM "HOW-TO" BOOK FIND Q&A: Does Size Matter in the Boardroom? January 1999 A BOARDROOM TIME/MOTION STUDY? BI BACK ARTICLE INDEX ONLINE HEADS UP ON SEC AUDIT COMM CHANGES 4 GREAT BOARD TIMESAVERS STEPPING INTO THE FAMILY BOARDROOM EXECUTIVE COMMITTEES: A DINOSAUR? SUBSIDIARY BOARDS - 5 THINGS TO REMEMBER A NONPROFIT BOARD MATCHMAKING FIND Q&A: The Pop-Up Director   February 1999 A (BOARD)ROOM OF HER OWN... THE BOARD AND Y2K: 4 POINTS 4+PARLIAMENTARY POWER TOOLS A BOARD "WRANGLER": HOW AM EX DOES IT CLOSELY HELD COMPANIES - 3 BOARD TIPS THE BOARD AS A PERFORMING ART Q&A: He Said/She Said in the Boardroom   March 1999 AUDIT COMMITTEES VS. AUDITORS 5 WAYS TO BRING YOUR AUDIT COMMITTEE UP TO SPEED AN AUDIT COMMITTEE TRAINING GEM TAKE A LETTER TO THE SHAREHOLDERS 4 TIPS FOR POWER BOARD RETREATS BOARD RETIREMENT: WHO DOES WHAT? LAUNCHING YOUR NEW BOARD: 6 "DO's" Q&A: The Board Blowup   April 1999 FEWER DIRECTORS, MORE OVERSIGHT, LESS TIME... YOUR BOARD TIME COMMITMENT:6 CLUES *AFTER* THE ANNUAL MEETING HOT ANNUAL MEETING GOVERNANCE TOPICS 5 BOARD "DUTY OF LOYALTY" CHECKPOINTS ONLINE FIND: GOVERNANCE GUIDELINES HOW ABOUT AN "ADVISORY" BOARD Q&A: When is it OK to resign from a board?   May 1999 BOARD "CREATIVE DESTRUCTION" AT COMPAQ LATEST TRENDS FOR THE COMP COMMITTEE 4 WAYS STARTUPS CAN PUT BOARDS TO WORK TURN DIRECTORS INTO "FLOORWALKERS" BOARDS AND IR: MOTOROLA SHOWS 'EM OFF TO ANALYSTS BOARD PAY -- 6 HOTTEST TRENDS GOVERNANCE WEBCAST COMING UP Q&A: The AWOL Director June 1999 DOES YOUR BOARD PAY ITS OWN WAY? HOW WE KEEP OUR BOARD POSTED ON TECH ISSUES; 4 TIPS AUDIT COMMITTEE FRAUD HUNTING: 5 CLUES ONLINE FIND: BOARD COMP SOFTWARE WHAT IS YOUR DIRECTOR "JOB STATUS?" NEW NONPROFIT BOARD HELPER Q&A: The Bulging Boardroom   July 1999 DIRECTOR RECRUITMENT AND BOARD TABOOS "HELP WANTED" ADS FOR THE BOARDROOM? PAYING YOUR CEO - 5 HOT TRENDS THE CFO AND THE BOARD - 4 IDEAS 6 WAYS TO SCREW UP CEO EVALUATIONS ONLINE FIND: WRITE YOUR OWN BOARD MANUAL 5 STEPS TOWARD BOARD BENCHMARKING Q&A: The Board Meeting Info Dump   August 1999 THE BEST BOARDS YOU'VE NEVER HEARD OF 5 GREAT IDEAS FOR BETTER BOARD LOGISTICS BOARD INFO - WHAT TO KEEP AND WHAT TO TOSS MO SIEGEL ON WHEN FOUNDERS SHOULD STEP DOWN 4 BOARD COMMUNICATIONS BREAKDOWNS ST. JUDE MEDICAL'S 4 STEP CEO EVALUATION Q&A: How much boardroom networking is too much?   September 1999 BOARD ORIENTATION FOR THE NEW CEO 4 WAYS BOARDS FUMBLE CEO SUCCESSION 5+ IDEAS FOR WORKING WITH INTERNAL AUDIT THE BOARD AND Y2K-THE MORNING AFTER BOB LUTZ'S "FREQUENT FLIER" TEST FOR BOARD INFO INSIDE DIRECTORS: ENDANGERED? ONLINE FIND: GETTING A HANDLE ON D&O RISK Q&A: Going behind the CEO's back? October 1999 THE PERSONAL BOARDROOM: OPRAH OR JERRY SPRINGER? NEW GUIDELINES THAT YOUR AUDIT COMMITTEE MUST KNOW HOW OUR FAMILY BUSINESS "NON-BOARD" SUCCEEDS CORPORATE COUNSEL AS A BOARD MINUTES "BOMB SQUAD": 4 TIPS WHAT'S HOT (AND NOT) IN FIGHTING TAKEOVERS 4 SECRET WEAPONS FOR GREAT BOARD ADMINISTRATION GREAT BOARD ADMIN GOODIES FROM THE FOLKS WHO KNOW Q&A: When Your Board Stops Trusting You.   November 1999 "LAYING DOWN THE LAW" IN THE BOARDROOM A BOARDROOM PRO'S 5 GOVERNANCE GEMS 5+ STEPS FOR SETTING YOUR BOARD DISCLOSURE POLICY STAFFING YOUR BOARD: THE PFIZER WAY A GOVERNANCE GUIDELINE HELPER FROM ISS BOARD ISSUES FOR YOUNG CEOS ONLINE FIND: A NEW BOARDROOM NEWS SOURCE Q&A: When the Founder and the CEO Clash December 1999 IS A BOARDROOM MELTDOWN IN THE WORKS? 4 WAYS TO COPE WITH THE BOARDROOM TALENT PINCH FAMILY BUSINESS BOARDS + SUCCESSION PLANNING =? TRY AN "EMERITUS BOARD" FOR EASING OUT DIRECTORS HOW TO HANDLE THOSE INSIDE DIRECTOR BLUES BOARD ORIENTATION AND EVALUATION BLUEPRINTS FROM BI Q&A: The Inside Director's Dilemma January 2000 THE SEC'S NEW AUDIT SHAKEUP 4+ TIPS FOR WRITING YOUR AUDIT COMMITTEE CHARTER HOW STARTUPS BOOM WITH A "GOLDEN DIRECTOR" THE SURPRISING RULES OF BOARDROOM ETIQUETTE 5 WAYS TO MAKE BOARD PRESENTATIONS LESS SCARY BOARDROOM "HELP WANTED" AD - A FOLLOWUP HOW BOARDS CAN KEEP CEO SUCCESSORS HAPPY Q&A: Second Thoughts on Our CEO's Successor   February 2000 AOL/TIME-WARNER: NEW BOARDS VS. OLD BOARDS ROBERT LEAR ON HOW TO IRK BOARD MEMBERS PUTTING AUDIT COMMITTEE REFORMS TO WORK: 5 TIPS DIRECTOR EDUCATION THE SEAGRAMS WAY ESTHER DYSON: SHAKING UP INBRED BOARDS 7 WAYS TO AVOID MERGER BLUNDERS Q&A: Our Board Second Guesses Our Committees    March 2000 SPECIAL REPORT: BOARDROOM LEADERSHIP WALTER WRISTON: HOW A BOARD LEADER LEADS 4 CEO COACHING TIPS FOR BOARD LEADERSHIP Y-R CHAIRMAN ED VICK'S 4 RULES OF BOARD POLITICS EFFECTIVE BOARD MEETINGS: 4 LEADERSHIP TIPS HOW THE GE BOARD BUILDS LEADERS Q&A: When You're CEO but Not the Chairman   April 2000 COMMITTEES - THE NEXT BOARD REFORM 5 WAYS TO MAKE LEAD DIRECTORS WORK 4 TIPS FOR BEEFING UP YOUR COMMITTEES THE NEW, IMPROVED NOMINATING COMMITTEE A "SHOPPING LIST" FOR BUILDING YOUR BOARD A HOT TWIST ON THE ADVISORY BOARD IDEA CHECK OUT THIS NEW ONLINE ACTIVIST FUND Q&A: What's Fair Pay For Our CEO?    May 2000 JUDGMENT DAY FOR DOT.COM BOARDS? WHY INVESTORS LOVE OUR GOVERNANCE GUIDELINES 3+ WAYS TO CUT THE COSTS OF ANNUAL MEETINGS YOUR BOARD AS A MATCHMAKER: 4+ TIPS 5 BOARDROOM FLASH POINTS FOR YOUNG COMPANIES 21ST CENTURY BOARD LIABILITY THREATS Q&A: Attracting Names to Our Advisory Board     June 2000 DIRECTORS: INSIDERS LOOKING IN - AND OUT WHAT DIRECTORS SHOULD LOOK FOR IN THE NUMBERS 5 TIPS FOR THE BOARDROOM NOVICE HOW THE BOARDROOM CAN MAKE YOU CRAZY JUDGING THE COMPANY WEB PRESENCE: 5 TIPS TELEPHONIC BOARD MEETINGS: KEEPING IT LEGAL Q&A: Director Self Dealing? July 2000 ARE YOUR DIRECTORS TECH LAGGARDS? 5 HOT BOARD TECH TRENDS ADVISORY BOARDS - HOW MUCH DO YOU PAY? THE FAMILY BUSINESS ADVISORY BOARD 4 TIPS FOR CREDIT UNION BOARDS JOIN THE ONLINE BOARDROOM DEBATE Q&A: Is it Time to Sack Our CEO?   August 2000 HELP FOR OUR BOARDROOM VIRGINS 5 CURES FOR THOSE "FIRST BOARD BLUES" CONSENT AGENDAS - GOOD, BAD OR UGLY? 4 IDEAS FOR QUICKER (AND BETTER) BOARD MEETINGS 4 FOLKS YOU DON'T WANT ON YOUR BOARD SHIRLEY YOUNG'S BOARDROOM "MUST HAVES" Q&A: How Do We Pay Our Separate Chairman?   September 2000 BOARD IDEAS: GRAB 'EM WHERE YOU CAN PRIVATE COMPANY BOARDS - PLUSSES AND MINUSES... ... AND WHO DO YOU WANT FOR YOUR PRIVATE BOARD? ADVISORY BOARDS - 5 VALUE ADDED TIPS WHAT YOU MUST KNOW ON REGULATION FD SEC AUDIT CHANGES - HOW HAVE BOARDS RESPONDED? Q&A: Sleuthing From the Boardroom?     October 2000 COMPAQ AND MICROSOFT - BACK TO THE BAD OLD DAYS? WHEN YOUR IPO GOES SLO-MO: 5 BOARD TIPS IS YOUR BOARDROOM DATA SAFE? "FINANCIAL LITERACY" AND AUDIT: WHAT TO EXPECT 4 NEW OPTIONS FOR YOUR OPTIONS ANOTHER ADVISORY BOARD GEM Q&A: Gloomy Gus in Your Boardroom     November 2000 YOUR BOARD - MENTOR OR MONITOR? BOARDROOM NOVICE ERRORS - AN SOLUTIONS THE NEW BOARD/STAFF ETIQUETTE BOARD BUILDING TIPS FROM INC'S #1 GROWTH COMPANY 5 TIPS FOR SAVVY BOARD TRAVEL BOARD ORIENTATION INFO - PHELPS DODGE Q&A: When the Founder Wants to Let Go - But Can't December 2000 CAN BOARDS BE TOO POWERFUL? 4 WAYS BOARDS CAN TAKE CONTROL OF M&A BOARD SEARCHES - WHAT'S HOT FOR 2001 A BOARD "GOVERNANCE STYLE" AUDIT A BOARD CONFLICT RESOLUTION HELPER BOARDROOM "GENERATION GAP?" Q&A: How Can Our Board Find Good Diversity Candidates?   January 2001 RESTOCKING YOUR DIRECTOR TOOLBOX BOARDROOM TIMESAVERS-Part 1 SURVIVING THE BOARDROOM "CRISIS" 5+ TIPS FOR AUDIT COMMITTEES Q&A: Father Vs. Son in the Boardroom February 2001 BOARDS: CAN'T LIVE WITH 'EM... 4 BOARD EVALUATION PROBLEMS - AND SOLUTIONS CEOS: THE SMARTEST PHONE CALL YOU CAN MAKE 7 MOST COMMON AUDIT COMMITTEE BREAKDOWNS UPDATE YOUR AUDIT COMMITTEE AGENDA FAIRNESS OPINIONS - A BOARD BRIEFING "MY MOST AWKWARD BOARDROOM MOMENT Q&A: Mentoring From the Boardroom March 2001 BILL CLINTON IN YOUR BOARDROOM? 7+ BOARD RISK MANAGEMENT QUESTIONS WHEN YOUR OPTIONS SINK UNDERWATER HOW-TO IDEAS FOR GLOBAL DIRECTORS BANKRUPTCY AND YOUR BOARD: 6 RULES Q&A: "Board Coaching" for the New CEO April 2001 THE NEW BOARDROOM FACES RECESSION REG. FD'S HIDDEN INSIDER STOCK STRATEGY 4 ANNUAL MEETING "MUSTS" FOR YOUR BOARD BOARDROOM TIMESAVERS - Multitasking A BOARDROOM "BILL OF RIGHTS" HOW DIRECTORS CAN HELP IN A CEO SEARCH Q&A: A Family Business Boardroom Go-Between May 2001 WILL THE U.S. FACE A BOARDROOM "TRADE DEFICIT?" BOARD EVALUATION - LIABILITY DANGERS? HOW TO FIGHT CEO SEVERANCE BATTLES BOARD INCENTIVE PAY - PLUS AND MINUS 12 TASKS FOR THE EFFECTIVE AUDIT COMMITTEE Q&A: "Weeding Out" Weak Board Members June 2001 DOES A SINGLE DIRECTOR MAKE A DIFFERENCE? YES! RELUCTANT BOARD CANDIDATES-FRIENDLY PERSUASION AGENDA LIFESAVERS, BIG AND LITTLE EXCELON'S EXCELLENT BOARD PLANNING/AGENDAS 5 WAYS TO BEAT THE COMING D&O PRICE SHOCK 4 HARD TRUTHS FOR THE TURNAROUND BOARD Q&A: What if I Vote No? July 2001 WHY CORPORATE BOARDS SUCK 5 CLUES TO YOUR BOARDROOM "PECKING ORDER" 6 ELEMENTS OF AN IDEAL AUDIT COMMITTEE THE EARNINGS MANAGEMENT CRACKDOWN THE 5 M&A QUESTIONS YOUR BOARD MUST ASK SUBSIDIARY BOARDS - KEEP IT FORMAL Q&A: Is Our CEO Headed Over the Edge? August 2001 HOW DO YOU MEASURE CORPORATE BOARDS? NEED BOARDROOM YARDSTICKS? HERE ARE 5+ HANDY ONLINE AUDIT "FINANCIAL LITERACY" TEST BOARDROOM TIMESAVERS - Part 3 TEMPTING CFOS TO YOUR AUDIT COMMITTEE-5 LURES 5 WAYS BOARDS DRIVE CEOS NUTS Q&A: How Old is Too Old on the Board? September 2001 PREDICTIONS FOR THE FUTURE BOARDROOM BI HELPERS FOR AUDIT COMMITTEE GUIDELINES... ... AND FOR SETTING YOUR AUDIT AGENDA 4 TIPS FOR WORKING WITH BOARD SEARCH FIRMS BOARD WANNABES - YOUR STRATEGIES FOR 2002 ONLINE BI GOVERNANCE GUIDELINE RESOURCE Q&A: Building "Chinese Walls" Between Your Boards October 2001 CORPORATE GOVERNANCE IN "WARTIME" HOW ENTERGY WIRED ITS BOARD-5+ IDEAS DENNIS KOZLOWSKI'S BOARD TIPS FOR NEW CEOS A ONE-DAY DIRECTOR ORIENTATION BLUEPRINT SETTING YOUR BOARDROOM "TIME BUDGET": 4 TOOLS ON THE HORIZON: VARIABLE BOARD COMMITTEE PAY? Q&A: When Should a Director Bail Out? November 2001 ON FIRING THE CEO HOW BOARDS JUDGE MERGERS NOW - 5 TIPS GOVERNANCE COMMITTEES: HOW TO BUILD ONE... ...AND WHAT IT SHOULD DO DON'T GET BITTEN BY BOARDROOM EMAIL WHEN A DIRECTOR TAKES OVER AS CEO Q&A: Is This Who We Really Want As CEO? December 2001 WHEN BAD THINGS HAPPEN TO GOOD BOARDS HOW ABOUT A NEW DIRECTOR "PROBATION" PROGRAM? WILL BOARDS CLAMP DOWN ON GOLDEN PARACHUTES? 4 FRESH IDEAS FOR DEFERRED BOARD PAY BOARD PRESENTATIONS - 5 LIFESAVERS Q&A: Can This Director be Salvaged? January 2002 2001'S BIGGEST BOARDROOM BONERS FAMILY FEUDS: THE H-P/COMPAQ DEBACLE HOW NOT TO BLOW EVALUATION FOLLOWTHROUGH IS YOUR CEO OVERSTRETCHED-5 CLUES CHAT WITH FORD'S CORPORATE GOVERNANCE DIRECTOR Q&A: Defining a "Change in Director Job Status" February 2002 SPECIAL REPORT-ENRON AND THE AUDIT CRISIS 5 QUESTIONS YOUR AUDIT COMMITTEE MUST ASK WATCH FOR THESE 4 AUDIT RED FLAGS ON THE HORIZON: FINANCE COMMITTEES 6 TIPS FOR YOUR AUDIT/STAFF "PIPELINE" COMING TRENDS IN AUDIT COMMITTEE TALENT ONLINE FINDS: AUDIT INFO LINKS March 2002 THE DAY GOVERNANCE MADE HEADLINES 5 TOUGH QUESTIONS ON AUDITOR INDEPENDENCE 4 URGENT BOARDROOM TIMESAVERS BARBARA FRANKLIN'S BOARDROOM DIARIES ASSESSING YOUR INTERNAL CONTROLS 2001 ANNUAL REPORTS: FAT, LATE AND NERVOUS Q&A: Whistleblowers and the Board April 2002 THE NEW GOVERNANCE: QUESTIONS, QUESTIONS.. 5 "MUST-ASK" BOARD LIABILITY QUESTIONS FIRST POST-ENRON AUDIT COMMITTEE MEETING STARTING FRESH WITH YOUR AUDIT FIRM - 6 TIPS HOT BOARD QUESTIONS AT YOUR ANNUAL MEETING ADD THESE GOVERNANCE WEBSITES Q&A: Dollars, Sense and Board Retirement   May 2002 "SPRING CLEANING" IN THE BOARDROOM PAINLESS WAYS TO SWITCH AUDIT FIRMS BOARD DOCUMENTS -THINK BEFORE YOU SHRED DAIMLERCHRYSLER'S NEW "CHAIRMAN'S COUNCIL" BRING NEW AUDIT COMM MEMBERS UP TO SPEED FAST 4 TIPS FOR CEO LOANS Q&A: When You're the First Woman in the Boardroom

June 2002 DIRECTORS - WHO NEEDS THE GRIEF? AUDIT COMMITTEE DISCLAIMERS - DO'S AND DON'TS 3 SMART, DUMB D&O QUESTIONS YOU SHOULD ASK INTERIM CEOS AND YOUR BOARD-5 RULES BOARDROOM TIMESAVERS-PUTTING STAFF TO WORK BOARD INVESTIGATIONS, STEP BY STEP Q&A: I've Been Elected an Inside Director... Hooray? July 2002 "UGLY AMERICAN" CORPORATE GOVERNANCE "MY IDEAL BOARD BOOK" WHAT THE NYSE PROPOSALS MEAN FOR YOUR BOARD ARE YOUR DIRECTORS "INDEPENDENT?" - 4 TESTS 5 BANKRUPTCY QUESTIONS BEFORE YOU FILE BOARDROOM TIPS FROM TOP EXECUTIVE ASSISTANTS Q&A: Fitting Into the Merged Boardroom August 2002 FEDERAL BOARD REFORMS-WRONG TOOL/ WRONG JOB? NEW REFORM LAW - A BOARD SUMMARY... ...A CLOSEUP ON THE AUDIT COMMITTEE CHANGES HICKS WALDRON: AVOIDING BOARD SCANDALS 4 NEXT TRENDS FOR YOUR COMP COMMITTEE YOUR BOARD NETWORKING STRATEGY Q&A: The Board/CEO Balance of Power September 2002 WHAT'S WRONG WITH BOARDS? (A FIERY FABLE) NEW SEC INSIDE TRADE DEADLINES-5 MUST-KNOWS 5 GREAT AUDIT COST CUTTERS BIGGEST CEO EVALUATION MISTAKES (AND FIXES) 4 CURES FOR AUDIT COMMITTEE ILLS ONLINE FINDS: GOVERNANCE COMMITTEES, ETC. BOARDS CAN HELP AVOID FINANCIAL RESTATEMENTS Q&A: How Does Our Company Look From the Outside? October 2002 WILL THE CEO/CHAIR SPLIT FINALLY HAPPEN? COMING SOON - A BOARD BUDGET EXPLOSION? 4 NEW RULES FOR YOUR COMP COMMITTEE BOARDS AND CORPORATE COUNSEL-GETTING CLOSER ONLINE FINDS - AUDIT COMMITTEE CHARTERS ONLINE FINDS2 - ONLINE BOARD LEARNING Q&A: Avoiding Director Conflicts of Interest November 2002 PITT, WEBSTER AND THE NEW BOARDROOM "STAIN" OUTSIDE DIRECTOR SESSIONS - 5 HOW TO'S THE NEW EXEC LOAN BAN - A FEW SURPRISES OVERHAULING YOUR AUDIT COMMITTEE... ...AND HOW AUDIT MEETS HOW ABOUT A "NO COMMITTEE" BOARD? Q&A: Time to Shake Up Our Board Pay? December 2002 THE LOOMING BOARDROOM "TALENT GAP" RECRUITING NEW DIRECTORS - 6 RULES A FAIR (AND EFFECTIVE) FAMILY FIRM HIRING POLICY IRA MILLSTEIN ON SHAKING UP GOVERNANCE AHEAD OF THE CURVE - "CUSTOMIZED" D&O POLICIES AUDIT "FINANCIAL LITERACY" FROM THE PROS ONLINE FIND: SARBANES-OXLEY CERTIFICATION HELPER Q&A: CEO vs. The Board on Recruiting New Directors January 2003 THE "INEFFICIENT MARKET" FOR BOARD TALENT BOARD TRAINING - WHAT'S HOT FOR 2003 ONLINE FINDS X2: TRAIN (AND BUILD) BENCHMARK BOARD "NEW YEAR'S RESOLUTIONS" FOR YOUR COMP COMMITTEE PFIZER SCORES WITH ONLINE BOARD DISCLOSURE 5 NEW RULES OF DIRECTOR PAY Q&A: Suing One of Your Own Directors February 2003 THE SEPARATE CHAIRMAN - STILL NOT A REAL JOB? NEW SEC BOARD RULES - WHAT'S THE LATEST... ... AND WHAT'S COMING UP YOU'VE BEEN SUED! - EMERGENCY BOARD CHECKLIST GM'S SMART COMMITTEE SUPPORT SYSTEM Q&A: Board Perks - On the Endangered List? March 2003 YES, YOUR BOARD IS AN IR TOOL-DEAL WITH IT TIPS FROM TYCO'S NEW GOVERNANCE DIRECTOR PROXY SEASON: BOARD AND YOUR ANNUAL REPORT... ... AND YOUR BOARD AT THE ANNUAL MEETING 5 WAYS WE MAKE THE NONEXEC CHAIR WORK WHY PROGRESSIVE DROPPED BOARD OPTION PAY Q&A: Our CEO Won't Let Me Join Outside Boards April 2003 NEW BOARDROOM INSIDER BOOK IS HERE! SURVIVAL TIPS FOR AUDIT COMMITTEE CHAIRS WHEN YOUR BOARD HIRES CONSULTANTS-4 TIPS 4 TRENDS FOR YOUR NOMINATING COMMITTEE DON'T LOSE BOARD SAVVY WHEN DIRECTORS RETIRE! PIEDMONT TRIES ROTATING BOARD CHAIRMANSHIP Q&A: Should We Take Our Company Private? May 2003 NEXT IN THE SPOTLIGHT-COMP COMMITTEES 5 WAYS TO AVOID EXEC SEVERANCE DISASTERS AUDIT COMM CHANGES AND THE REST OF THE COMPANY SURPRISE LIABILITY FROM "WHISTLEBLOWER" PLANS BOARD WANNABES-BI IN THE NEWS! HOW GOVERNANCE REFORMS HIT FAMILY BUSINESS Q&A: Should We Pay Some Directors More? June 2003 WHO RUNS YOUR BOARDROOM? SHAPING BOARD LEADERS-A ROUNDTABLE 5 WAYS TO JUMPSTART YOUR COMP COMMITTEE DIRECTOR ORIENTATION-HOW DIAL DOES IT WHY YOU NEED A BOARD TRAINING POLICY ONLINE FIND-FREE GOVERNANCE SOFTWARE Q&A: Setting Our Board Budget July 2003 DIRECTOR SEARCH-OLD TOOLS FOR A NEW JOB SPECIAL-FRESH IDEAS FOR THE BOARD WANNABE BE YOUR OWN BOARDROOM "CAREER AGENT" ONLINE-12 TIPS TO LAND YOUR FIRST BOARD SEAT BOARDS: STOP PICKING ON YOUR CORPORATE SECRETARY! HOW WE BUILT OUR GOVERNANCE WEBSITE Q&A: So Why Can't I Get On a Board? August 2003 GOVERNANCE REFORM FIRST-BOARD REFORM SECOND COMP COMMITTEES AND STOCK OPTIONS BOARD AND CORPORATE COUNSEL-5 TIPS SEEKING BOARD ALLSTARS? START INSIDE ONLINE FIND: GOVERNANCE Q&A BENCHMARK 2 TOUGH LEGAL DECISIONS: ORACLE... ... AND DISNEY Q&A: Should We Limit the Board Seats We Can Hold? September 2003 "BACK TO SCHOOL" FOR THE BOARD A "CHIEF GOVERNANCE OFFICER" AT KODAK BOARD TRAINING-GETTING YOUR MONEYSWORTH WHY NOT OUTSOURCE BOARD BUSYWORK? BOARDS AND ETHICS PROGRAMS 4 WAYS ONLINE TECH IS RESHAPING BOARD INFO ONLINE FIND: EVERYTHING SARBANES-OXLEY Q&A:Why No Questions From the Board? October 2003 THE NYSE BOARD - HOW MUCH OF A SHAKEUP? 4 WAYS TO RESHAPE YOUR AUDIT COMMITTEE DISCLOSURE COMMITTEES: A BOARD BRIEFING 4 HOT BOARD EVALUATION TRENDS DIRECTOR SEARCHES WITH A RECRUITER HOW E-TRADE FILLS A 2-DAY BOARD AGENDA Q&A:Added Liability on the Audit Committee? November 2003 SHAREHOLDER ACCESS RULE-THE BATTLE BEGINS SEC PROPOSES DIRECTOR BOARD BALLOT SHAKEUP 5 GOVERNANCE COMMITTEE HOW-TO'S SMART SUBSIDIARY GOVERNANCE NEW RULE WILL HIT YOUR NOMINATING COMMITTEE A BOARD PRIMER ON CEO SEVERANCE Q&A:Should Our Directors Be Out "Pressing the Flesh?"? December 2003 A PAY EXPERT FOR YOUR COMP COMMITTEE? SMASH THESE BOARD EVALUATION BARRIERS! 5 BOARD MEETING MINUTE "MUSTS" SEC SECTION 404 RULES - BOARD ROLE 4 TIPS-FINDING AUDIT COMMITTEE "FINANCIAL EXPERTS" WHEN DIRECTORS TAKE THE STAND Q&A:What Are My Post-Board Legal Liabilities? January 2004 BOARDROOM PERKS:CORRUPT OR INEVITABLE? HEADS UP ON THE IRS PAY AND PERKS CRACKDOWN BETTER BOARD MEETINGS IN LESS TIME-HERE'S HOW 5 "MUST HAVES" FOR BOARD TECH BEST PRACTICES FOR FAMILY BUSINESS BOARDS HOW CEO SUCCESSION PLANNING HAS CHANGED Q&A:"Related Party Transactions" and Your Board February 2004 IS YOUR BOARD READY FOR THE PUBLIC SPOTLIGHT? BOARDS AND CRISIS COMMUNICATIONS-5 TIPS SETTING YOUR BOARD ETHICS POLICY 4 MORE BOARD "LITMUS TESTS" ON THE COMPANY 4 BIG ANNUAL REPORT/BOARD TRENDS SMART GOVERNANCE TIPS FOR MUTUAL FUNDS Q&A:Is CEO Evaluation a Fixed Game? March 2004 DISNEY: NO "SAFE"BOARDROOM REFORMS? 6 QUESTIONS TO ASK ON FINANCIAL STATEMENTS BOARD EVALUATION LEGAL DANGERS (AND COUNTERS) 4 SARBANES-OXLEY COST CUTTERS WHEN DIRECTOR NOTES ATTACK - TYCO LESSONS ONLINE FIND: A CHECKLIST FOR YOUR AUDIT COMMITTEE Q&A:An Edge for Minority Directors?   April 2004 WHEN CORPORATE REFORM BECOMES A CORPORATE ROUT BEEF UP YOUR CORPORATE SECRETARY'S OFFICE FREE AUDIT COMMITTEE GUIDEBOOK ONLINE SETTING DIVIDEND POLICIES-4 TIPS 5 HOTTEST ADVISORY BOARD TRENDS NEW BOARD LOSS PREVENTION GUIDE FROM CHUBB Q&A:How Do We Evaluate Our Audit Firm? May 2004 WHO DEFINES THE CEO JOB? THE BOARD EMERGENCY CEO SUCCESSION IDEAS WHISTLEBLOWER PROGRAMS ON THE CHEAP-4 TIPS 4 BOARD RULES FOR SHAPING STRATEGY BUILDING GOOD BOARD/CEO CHEMISTRY HOW IS THE SEPARATE CHAIR ROLE SHAPING UP? Q&A:IR and Board Investigations   June 2004 2004-ALL QUIET ON THE PROXY FRONT BOARDS AND IPOS TODAY 4 LIABILITY TIME BOMBS AT PRIVATE COMPANIES TOUGH QUESTIONS ON EXEC BENEFIT PLANS EVALUATE YOUR COMPENSATION COMMITTEE Q&A:Director Liability "Indemnification Agreements"   July 2004 LOST IN THE WORLD OF GOVERNANCE REFORM? 5 BIGGEST BOARD RECRUITING TRENDS DIRECTOR PAY-WHO'S DOING WHAT ROMAN WEIL'S RULES FOR AUDIT COMMITTEE TRAINING... ... AND HIS 4-POINT FINANCIAL LITERACY TEST MARTHA STEWART ENTERTAINS BOARD INDEPENDENCE Q&A:Post-Bankruptcy Board Liabilities?   August 2004 EXPENSING OPTIONS-WHO BLINKS FIRST? PITCH YOUR GOVERNANCE ON THE COMPANY WEBSITE MICROSOFT'S NEW "BOARDROOM TRINITY" 4 COMP COMMITTEE LIABILITY DANGERS ONLINE FIND:FREE AUDIT COMMITTEE GUIDEBOOK Q&A:Is Your CEO Lying To You?   September 2004 THE NAKED DIRECTOR? ASK THESE Q'S ON THE NEW 8K DISCLOSURES "INDEPENDENT" DIRECTOR? DON'T BE SO SURE THE NEW D&O BUYER'S MARKET BARGAINS 4 HOT TOPICS IN DIRECTOR TRAINING Q&A:What Is Our Audit Committee Missing?   October 2004 QUIET REVOLUTION IN BOARD PAY 5 WRONG IDEAS ON GOVERNANCE 6 TIPS FOR YOUR COMP COMMITTEE WHO SETS YOUR BOARD AGENDAS? CONTROLLED COMPANY STATUS? READ THIS FIRST Q&A:Options vs. Restricted Stock for Our Board?   November 2004 BUSH VS. KERRY - THE BOARDROOM VIEW POWER TIPS FOR 40-ISH BOARD WANNABES HOT BOARD COMMITTEE PAY TRENDS IS YOUR BOARD SEEING THE RIGHT FINANCIALS? WORKING YOUR BOARD DINNER AND LUNCH Q&A:Chairing The Private Company Board   December 2004 DISNEY-SMART CEOS TRUMP GOOD GOVERNANCE MINUTES: DOES THE "MINI" APPROACH STILL WORK? ... AND HOW CAN YOU KEEP BOARD MINUTES SAFE? BOARD PAY: LOTS MORE *AND MORE IN STOCK) BEFORE YOU SIGN THAT CERTIFICATION- 4 Q'S Q&A:How Should a New CEO Build Board Relations?   January 2005 FEARLESS BOARD PREDICTIONS FOR 2005 DANGER ZONE-YOUR CHATS OUTSIDE THE BOARDROOM 3 SURPRISING AUDIT COMM BEST PRACTICES GOVERNANCE "EXPERT WITNESS?"-ASK THESE Q'S FIRST ONLINE FIND-FREE SECTION 404 RESOURCES Q&A:Has This Board Lost Faith in Its CEO?   February 2005 WORLDCOM/ENRON SETTLEMENTS-WHAT BOARD MESSAGE? WHAT SHOULD (AND SHOULDN'T) BE IN YOUR BOARD BOOK? AHEAD OF THE CURVE: BOARD BLOGS BOARD Q'S ON THIS YEAR'S ANNUAL REPORT 5+ NEW IDEAS FOR ADVISORY BOARDS Q&A:Your First Board Meeting   March 2005 DIRECTOR PAY-WHAT INCENTIVES? HOW TO RUN ADVISORY BOARD MEETINGS SOLID MEASURES FOR BOARD EVALUATION WHEN DIRECTORS TESTIFY-4 RULES CEO SUCCESSION PLANNING-BOARD FRAMEWORK Q&A:Setting CEO Rules for Outside Boards   April 2005 BOARDROOM PERP WALKS? 4 NEW RULES FOR JUDGING M&A DEALS DO NEW CEOS STILL "PICK" THEIR BOARDS? FAVORITE BOARDROOM BOOKMARKS 4 TIPS FOR WRITING YOUR CEO'S CONTRACT Q&A:How "Independent" Must Our Board Really Be?   May 2005 THE PERFECT TIME FOR BOARD WANNABES WHEN THE WHISTLE BLOWS IN YOUR BOARDROOM BOARD INDEPENDENCE-WHO'S DOING WHAT? AHEAD OF THE CURVE-2 FRESH BOARD TECH IDEAS 4 FLASHPOINTS FOR ETHICS IN THE BOARDROOM Q&A:An IR End Run Around the CEO to the Board   June 2005 HOW BOARDS CAN DESTROY VALUE BEST PRACTICE: GENZYME'S BOARD IR REPORT 6 TOUGHEST QUESTIONS ON BOARD EVALUATION D&O LIABILITY - LOOKING OUT FOR #1 A COST SPIKE IN GOVERNANCE SPENDING Q&A:Is My D&O Coverage Enough? July 2005 WANTED: BOARD CHAIRMANSHIP TRAINING ARE TECH BOARDS LOSING THEIR EDGE HOW TO PAY-SEPARATE CHAIRS, LEAD DIRECTORS, ETC. 5+ TIPS FOR WORKING WITH YOUR COMP CONSULTANT THE UPSIDE (AND DOWNSIDE) OF "GOING DARK" Q&A:Is My "Expertise" a Boardroom Danger?   August 2005 RETHINKING THE "PROFESSIONAL" DIRECTOR 6 HOTTEST DIRECTOR COMP TRENDS A LEAD DIRECTOR'S JOB DESCRIPTION STAGGERED BOARDS-GROWING OR SLOWING? ONLINE FIND: BUILDING YOUR FIRST BOARD Q&A:CEO Pay and Perks Disclosure   September 2005 DELAWARE'S WARNING SHOT TO THE DISNEY BOARD BACK TO SCHOOL-DIRECTOR EDUCATION TRENDS 4 RULES FOR DIRECTOR DEALMAKING 5 BOARD LESSONS OF THE DISNEY-OVITZ DECISION NEW COMP COMMITTEE BEST PRACTICES Q&A:Tough Calls on Family Business Succession   October 2005 DANGEROUS THOUGHTS ON CORPORATE GOVERNANCE 4 TIPS FOR USING THE SOX 404 DELAY THE SEPARATE CHAIR VS THE CEO/CHAIR AUDITOR CONFLICT? Q'S YOUR COMMITTEE MUST ASK ANNUAL MEETINGS-WHO DOES WHAT? Q&A:What Makes the Board Meeting So Different?   November 2005 READING THE BOARDROOM "TEA LEAVES" 4 TUNEUPS FOR AUDIT COMMITTEE MINUTES WHAT MAKES A GOOD SEPARATE CHAIRMAN... ... AND HOW A SMART CHAIR RUNS BOARD MEETINGS QUICK: WHERE ARE YOUR GOVERNANCE RECORDS? HOW LEO HINDERY WOULD BEEF UP BOARDS Q&A:What Defines a Board "Vacancy?"   December 2005 BOARD COMPLIANCE OVERSIGHT-WORTH THE COST? 4 TRENDS IN BOARD ORIENTATION AUDITOR ENGAGEMENT LETTERS-BEWARE LANDMINES 4 SOX IDEAS FOR NON-SOX COMPANIES 5 FRESH IDEAS FOR THE BOARD WANNABE Q&A:Audit Committee Financial Expert-Who, Me?   January 2006 A NEW YEAR'S BOARDROOM WISH LIST SPECIAL REPORT-COMP COMMITTEE ISSUES 2006 5 TIPS FOR WORKING WITH COMP CONSULTANTS BOARD BRIEFING ON COMP TALLY SHEETS DYSFUNCTIONAL BOARD?-6 CLUES Q&A:SOX Ideas for our Nonprofit Board?     February 2006 NEW SEC PAY RULES-UPSIDES AND DOWNSIDES NEW SEC PAY DISCLOSURES AND YOUR BOARD YOUR LATEST D&O LIABILITY QUESTIONS (AND ANSWERS) THE SEC'S SMALL-CAP SOX EXEMPTION 4 RULES FOR ESOP COMPANY BOARDS Q&A:Is a Board CSR Committee For Us?   March 2006 DON'T COUNT ON A GM BOARD SHAKEUP 4 IDEAS FOR YOUR GOVERNANCE WEBPAGE BOARD "COMP DISCLOSURE & ANALYSIS"-5 TIPS 5 COMP COMMITTEE TRENDS FOR 2006 AHEAD OF THE CURVE-BUILD A BOARD "LIBRARY" Q&A:Annual Meeting Spotlight On Committee Chairs?   April 2006 THE BOARDROOM "SKIN GAME" MAJORITY VOTING - A BI BRIEFING BOARD PRESENTATIONS AS A GOVERNANCE TOOL-4 TIPS 6"MUST HAVES" FOR YOUR BOARD MINUTES HOW MARSH& MCLENNAN BUILT ITS COMPLIANCE COMMITTEE Q&A:How to Disagree in the Boardroom   May 2006 BOARD INCENTIVE PAY-HOT TREND OR DEAD END? 5 SURPRISES IN YOUR CEO'S PAY PACKAGE HOW LEAD DIRECTORS LEAD-Pt.1 DO THE FEDS WANT YOU TO WAIVE ATTORNEY PRIVILEGE? CHECKING OUT THE GOVERNANCE BLOGS Q&A:The Exploding Board Resignation Letter   June 2006 CAN BOARDS EVER GET CEO PAY RIGHT? ONLINE CORPORATE GOVERNANCE-WHAT'S NEW? 4 NEW ROLES FOR YOUR AUDIT COMMITTEE CHAIR HOW LEAD DIRECTORS LEAD-PT. 2 CEO DEPARTURES-4 SURPRISES Q&A:New Options for Our CEO's Options?   July 2006 MORE BOARD POWER=DIRECTOR "FREELANCING?" BOARD EVALUATION-NEW SOLUTIONS FOR OLD PROBLEMS BETTER BOARD RISK MANAGEMENT-4 IDEAS NONPROFIT BOARD EDUCATION OPPORTUNITY ONLINE FIND-WHAT YOU MUST KNOW AS A DIRECTOR Q&A:Director Dealmaking Dangers?   August 2006 THE BOARDROOM LEADERSHIP GAP 5 TIPS FOR SETTING YOUR STOCK OPTIONS POLICY ... AND SOME OPTION POLICY TIPS CORPORATE COUNSEL AND THE BOARD-NEW RELATIONSHIP THE NEW SEC COMP DISCLOSURE RULES SPECIAL BOARD COMMITTEES-5-POINT CHECKLIST Q&A:"Lead" or "Presiding" Director?   September 2006 IS BOARD "INDEPENDENCE" A MYTH? 5 RULES FOR SUCCESSION PLANNING FINANCIAL CONTROLS BREAKDOWN? TRY THESE FIXES... ...AND ONLINE INTERNAL AUDIT FINDS CUSTOM BOARD TRAINING-DO IT RIGHT FOR LESS BOARD PAY UPDATE-YES, SIZE MATTERS Q&A:Are Board Term Limits a Good Idea?   October 2006 HEWLETT-PACKARD-WHEN BOARDS GO BAD SALVAGING A BOARD DISASTER-TIPS FROM H-P LEADERSHIP SUCCESSION FOR YOUR BOARD-4 IDEAS BOARD INVESTIGATIONS-WHAT NOT TO DO 4+ TIPS ON MAJORITY VOTING Q&A:Keeping Your Boardroom Secrets Secret   November 2006 WHO IS YOUR BOARD LEADER'S LISTENING EAR? 4 QUESTIONS TO ASK ON YOUR AUDIT PLAN RICHARD BREEDEN ON BOARDROOM HOUSECLEANING 4 WAYS BOARD INVESTIGATIONS ARE DIFFERENT NOW FIN 48 COMPLIANCE-ARE YOU ALREADY TOO LATE? BOARD CHAIR SUCCESSION FOR THE FAMILY BUSINESS Q&A:The Lonely Boardroom Leader   December 2006 A GOVERNANCE CHECKLIST SHAKEUP 10 THINGS EVERY BOARD MUST GET RIGHT 5 STEPS TO INDIVIDUAL DIRECTOR EVALUATION HOW WE BUILT A NEW "GOVERNANCE" COMMITTEE YOUR NEW NONPROFIT BOARD LIABILITIES RESTATEMENTS-LESS FRAUD, MORE INCOMPETENCE Q&A:Tactical "Tablepounding" in the Boardroom

January 2007 WHAT DOESN'T YOUR BOARD KNOW ABOUT? 6 TIPS FOR KEEPING BOARD MINUTES SAFE TOUGH NEW RULES FOR BOARD STOCK OPTIONS WHO WARNS YOUR BOARD ON LEGAL THREATS? HEDGE FUNDS AND GOVERNANCE 4 NEXT BOARD TRENDS FROM SILICON VALLEY Q&A:The Board and an Interim CEO   February 2007 BOARD LEADERSHIP-3 NEXT HOT TOPICS COMP COMMITTEE TRAINING CHECKLIST LAST MINUTE ANNUAL REPORT Q'S YOU MUST ASK CEO CONTRACTS-PICKING ON PERKS... ... AND REDEFINING 'FOR CAUSE' TERMINATION WHAT BOARDS SHOULD KNOW (BUT DON'T) Q&A:Annual Meeting Q's on Exec Comp   March 2007 "SMALL IS BEAUTIFUL" FOR GOOD GOVERNANCE 6+ TIPS FROM A COMP COMMITTEE PRO ANSWERING THE NEW "RELATED PARTY" QUESTIONS 4 STEPS IN BOARD FRAUD INVESTIGATIONS ANNUAL MEETINGS-BOARDS IN THE SPOTLIGHT HOW DOES YOUR BOARD OVERSEE TAX ISSUES? Q&A:Should We Set Rules on Our CEO's Dealmaking?   April 2007 BOARD "GUIDANCE VS. COMPLIANCE" SQUABBLES 4 WAYS VC BOARDS ARE DIFFERENT GREAT MIDCAP (AND SMALLER) GOVERNANCE TIPS BOOSTING YOUR CFO-BOARD RELATIONSHIP A SMART CEO'S GUIDE TO BOARD MEETINGS WHEN DOES THE CEO LEAVE AN "EXECUTIVE SESSION"? Q&A:When Your Board Must Investigate its Own   May 2007 DIRECTORS WHO VOTE "NO" 4 COOL USES FOR DIRECTOR QUESTIONNAIRES ONLINE FIND FOR VC-COMPANY BOARDS 5 NEW COMP COMMITTEE BEST PRACTICES NEW COMP DISCLOSURES-WHAT WORKS, WHAT DOESN'T YOUR D&O LIABILITY-THE OVERSEAS THREAT Q&A:How Can We Educate Directors in a Hurry?   June 2007 PROXY RESULTS CATCH UP WITH THE NOISE SECTION 404-NOW IT'S THE LITTLE GUYS' TURN 4 HOT CEO/BOARD TURNOVER TRENDS 6 STAGES OF COMPANY GOVERNANCE GROWTH BOARD ETHICS TRAINING TIPS Q&A:When Do We Pay Our Directors?   July 2007 SHAREHOLDERS ARE CALLING-IS YOUR BOARD LISTENING? 5 STEPS FOR INSIDE CEO SUCCESSION PLANNING 4 ADVISORY BOARD MEETING TIPS BOARD EVALUATION-WHO DOES WHAT? 4 HIDDEN BOARD PAY CONSULTANT CONFLICTS AUDIT COMMITTEES-WHAT THEY DON'T KNOW BUGS THEM ONLINE FIND-NASDAQ BOARD WANNABE MATCHMAKER Q&A:How Should Our Board Manage Risk?   August 2007 SOX AT 5-HOW IT RESHAPED THE BOARD NEW CHAIR? DO THIS BEFORE YOUR FIRST BOARD MEETING BOARD COMMUNICATION#1-BI'S BOARD FEEDBACK SURVEY BOARD COMMUNICATION#2-4 HIDDEN "LEAK" POINTS BOARD COMMUNICATION!3-24/7 BOARD ACCESS? MIDCAP SOX "DEATHWATCH"-5 TIPS Q&A:Are Non-CEO Directors Second-Class Citizens?   September 2007 WHO'S YOUR "ASSISTANT TO THE BOARD?" HOW CHEVRON BUILT ITS BOARD'S WEBSITE BOARD/CORPORATE COUNSEL TIPS FROM BILL IDE CORPORATE IDEAS THAT DO (AND DON'T) FIT NONPROFITS SOX 404 TIPS FROM THE BIG GUYS FOR THE LITTLE GUYS BOARDS AND GENERAL COUNSEL-DIFFERENT VIEWS ON RISK Q&A:Recovering From A Boardroom Boner   October 2007 "SHAREHOLDER ACCESS" VS. "BOARDROOM DEMOCRACY" CORPORATE COUNSEL AS THE BOARD'S OUTSIDE PIPELINE LEAD DIRECTORS-HOW THEY'RE PICKED LEAD DIRECTORS-THEIR ROLE BETWEEN MEETINGS ERM QUESTIONS FOR YOUR BOARD PCAOB RULE 3525 HITS YOUR AUDIT COMMITTEE Q&A:Too Much Traffic Through the Boardroom?   November 2007 MERRILL-LYNCH, O'NEAL, AND THE "BOARDROOM RULES" BOARD LESSONS FROM THE SUBPRIME MELTDOWN 6 THINGS TO KEEP IN YOUR BOARD MINUTES BOARD MINUTES: WHO PUTS PEN TO PAPER? 10 HANDY LEAD DIRECTOR JOB DESCRIPTIONS SHAPING A YEARLY BOARD AGENDA Q&A:When Should the CEO Tell the Board About Deals?   December 2007 SEC AND PROXY ACCESS-HOW TO PLEASE NO ONE EVALUATE YOUR LEAD DIRECTOR-FIVE RULES ONLINE FIND-NIFTY COMP COMMITTEE CHECKLIST 4 WAYS PROXY DISCLOSURE IS SHAKING UP CEO PAY SHAPE "BOARD FRIENDLY" INTERNAL CONTROLS BOARD EQUITY PAY-THE NEW NORMAL Q&A:How do I Nudge Our Board Into Using More Tech?   January 2008 2008 - THE "BOARDROOM LEADERSHIP" YEAR 5 STEPS IN SHAPING YOUR 2008 CD&A MAKING AUDIT PARTNER ROTATION WORK HOW WELL DOES YOUR BOARD WATCH COMPLIANCE? 6 QUESTIONS TO ASK BEFORE JOINING A NONPROFIT BOARD Q&A:How (And How Not) To Quit a Board     February 2008 WHERE IS BOARD LEADERSHIP TRAINING? HOW ABOUT A "CONSULTING" BOARD ORIENTATION? THE "NON-NEGOTIABLES" OF BOARD LEADERSHIP HOW WE FIND GREAT NON-CEO BOARD PROSPECTS BOARD ALERT-3 HOTTEST PROXY SEASON 'O8 TOPICS 5 SMALLER COMPANY BOARD BUILDING TIPS Q&A:When Our Own Directors Sue     March 2008 CEO/CHAIR LEADERS-A SOLUTION, NOT A PROBLEM WANNABE TIPS-HOW BOARD SEARCHES REALLY WORK BOARD EXECUTIVE SESSION HOWTO'S BOARD TRAINING $ SAVERS-KEEP IT INSIDE 4 WAYS THE CEO/CHAIR ROLE IS DIFFERENT NOW ONLINE FIND-GOVERNANCE LINKS AND RESOURCES Q&A:How to Be a Better Board Chair   April 2008 MARKET TURMOIL - DO BOARDS PANIC? 4 BOARD LEADERSHIP PAY TRENDS WHAT'S NEXT FOR AUDIT COMMITTEE TRAINING? A FAST, ONLINE AUDIT TRAINING QUIZ 5 CEO EVALUATION FUMBLES Q&A:&quotBad chemistry" Between CEO and Lead Director   May 2008 TODAY'S BOARDS-GOOD ON COMPLIANCE, BAD ON STRATEGY? FOCUS ON COMMITTEES-RETHINKING THEIR ROLE FOCUS ON COMMITTEES2-SMARTER LEADERSHIP FOCUS ON COMMITTEES3-COMM ASSIGNMENT TIPS 4+ BOARD MEETING FEEDBACK TIPS Q&A:Chasing Nonprofit Board Liabilities   June 2008 THE 2008 PROXY REVOLUTION THAT WASN'T WHAT QUESTIONS ARE AUDIT COMMITTES ASKING NOW? THE 4 LATEST BOARD PAY TRENDS SECTION 404 COMPLIANCE-WHAT NOW? ONLINE FIND: 4 HIDDEN GOVERNANCE RESOURCES Q&A:Adding a &quotGovernance" Committee   July 2008 WHO IS YOUR BOARD'S "SPOKESMAN?" WHAT YOUR AUDIT COMMITTEE MUST KNOW ON XBRL 4 WEAPONS TO FIGHT BOARDROOM TIME WASTERS BANKRUPTCY AND BOARDS; 2 NEW COURT DECISIONS... ... AND BUILDING THE POST-BANKRUPTCY BOARD Q&A:Should Our Board Talk CEO Pay With Investors?   August 2008 SEPARATE CHAIRS VS. LEAD DIRECTORS-ONE BEST MODEL? 8 COMP COMMITTEE BEST PRACTICES SHAPING YOUR BOARD ETHICS POLICY PUTTING "TEETH" IN BOARD STOCK OWNERSHIP ASK THESE D&O BROKER QUESTIONS Q&A:Execs Schmoozing Too Much With Board Members?   September 2008 BOARDROOM "COLLEGIALITY"-OVERSOLD? BETTER AUDIT COMMITTEE EVALUATION MARILYN CARLSON NELSON-BEING HEARD IN THE BOARDROOM WHAT THE SEC SAID ON COMP DISCLOSURE 5 BEST PRACTICE BOARD MEETING TIPS Q&A:The "Hostile" Director   October 2008 SPECIAL REPORT-GOVERNING OURSELVES INTO DISASTER 6 EMERGENCY BOARD "MUST HAVES" THE U.S. BAILOUT PLAN-BOARDROOM PORTENTS? AN AUDIT COMMITTEE CRISIS CHECKLIST HARVEY PITT ON BOARDS IN CRISIS Q&A:Personal Crisis Liability- The "CYA Approach"   November 2008 STRONG GOVERNANCE+POOR STRATEGY=CRISIS 5 URGENT BOARD RISK MANAGMENT TIPS PWC ON WHAT BOARDS DON'T KNOW ABOUT RISK COMP COMMITTEES IN CRISIS-WHAT'S HOT (AND NOT) IN PAY COMP COMMITTEES IN CRISIS-COMMITTEE CHANGES COMP COMMITTEES IN CRISIS-NEW PAY RISK WORRIES Q&A:How Should CEOs Update the Board?   December 2008 AUTOMAKERS BEG--BUT WHERE ARE THEIR BOARDS? BANKRUPTCY? WHAT THE BOARD MUST DO NOW 6 "DUE DILIGENCE" TIPS FOR BOARD PROSPECTS THE LEAD DIRECTOR'S ROLE IN M&A BOARD LIABILITY AND THE DOWNTURN-GET READY ISS PROXY ADVISORY CHANGES FOR 2009 Q&A:Nonprofit Boards and Hard Times   January 2009 CEO PAY 2009-HARD CHOICES IN HARD TIMES 4 TIPS FOR UNDERWATER STOCK OPTIONS BOARD IR IN A CRISIS-PROS AND CONS HOW SMART BOARDS READ ANALYST REPORTS BOARD MAKEUP SHIFTS-"CHANGE IN DIRECTOR JOB STATUS"... ... AND SHAPING REAL BOARD QUALIFICATIONS AUDIT COMMITTEE "MUST DO'S" FOR 2009 Q&A: How Can I Learn to Be a Board Chair?   February 2009 ICAHN'S BOARD REFORMS-FIGHTING A LOST BATTLE? 4 THINGS AUDIT COMMITTEES WANT TO KNOW RIGHT NOW AUDIT COMMITTEE TRAINING? TRY THESE WHAT CEOS NEED FROM THE BOARD IN A CRISIS A BOARD LEADER'S FIRST 100 DAYS Q&A: When Do We Disclose Our CEO's "Problem"?   March 2009 DO YOU REALLY KNOW HOW TO CHAIR A BOARD? 6 WAYS TO BE AN EFFECTIVE BOARD CHAIR HOW AFLAC MADE "SAY ON PAY" WORK YOUR BOARD'S "CONFLICT OF INTEREST" POLICY 5 UNANSWERED QUESTIONS ON BAILOUT PAY RULES AHEAD OF THE CURVE-BOARD PAY CUTS? Q&A: "Lost Resolutions" at Our Board Meetings   April 2009 SO ARE CORPORATE BOARDS OBSOLETE? TIPS FOR A BOARD RISK MANAGEMENT COMMITTEE CEO COMP RENEGOTIATION-MYTHS VS. FACTS 4 TIPS FOR NONPROFIT BOARD INVESTMENT SAVVY AUDIT COMMITTEES GET SKEPTICAL ALL-STAR BOARD TRAINING EVENT Q&A: A "No Contract" Board Contract?   May 2009 ANNUAL MEETING ANGST, OBSOLESCENCE, TWEETS, ETC. WHAT ONE FULL-TIME "BOARD SECRETARY" DOES 4+ QUESTIONS ON "SAY ON PAY" LAST-MINUTE AUDIT COMMITTEE 404B Q'S A WAVE OF NEW STATE AND FED GOVERNANCE RULES Q&A: Who is Your Board Administrator's Real "Boss"? June 2009 WHY SHOULD A CORPORATION LIVE FOREVER? "GOING CONCERN" Q'S YOUR AUDIT COMMITTEE MUST RAISE SEC PROPOSALS WOULD SHAKE UP BOARDROOMS WHAT QUALIFICATIONS FOR A SEPARATE CHAIRMAN? ONLINE FIND - FREE GOVERNANCE,RISK BLUEPRINT Q&A: Board Conflict of Interest Worries? July 2009 WILL OBAMA'S COMP REFORMS REALLY REFORM? OBAMA'S PLAN TO SHAKE UP COMP COMMITTEES... ... AND COMMITTEE ACTION ITEMS YOU NEED NOW 5 URGENT TIPS ON D&O INDEMNIFICATION TRY A BOARD "PRE-MEETING" FOR BETTER OVERSIGHT ONLINE FIND-WHAT SHAREOWNERS REALLY THINK Q&A:Should Our CEO Join Outside Boards? August 2009 SPECIAL ISSUE - FIRST-PERSON BOARD WISDOM WARREN BATTS on what directors must learn WALTER ADAMS - 5 governance gems ROBERT LEAR on how to irk board members ROBERT WRISTON - how a board leader leads Y&R chair ED VICK's 4 rules of board politics SHIRLEY YOUNG's boardroom "must haves": HICKS WALDRON on board scandals ROMAN WEIL's rules for audit committee training... ... and his four-point "financial literacy" test How LEO HINDERY would beef up boards RICHARD BREEDEN on boardroom housecleaning MARILYN CARLSON NELSON - being heard in the boardroom HARVEY PITT on boards in crisis September 2009 IS A "PARLIAMENTARY" BOARDROOM COMING? DOES YOUR COMP CONSULTANT MEET NEW SEC RULES... ... AND DOES YOUR COMP COMMITTEE? 5 BOARD RISK MANAGEMENT TOOLS 4 TIPS FOR THE COMING "BROKER VOTING" BAN TECHTREND-INFO "DASHBOARDS" FOR YOUR BOARD ONLINE FIND-6 STEPS TOWARD YOUR FIRST BOARD SEAT Q&A:"Don't Let the Board See This!" October 2009 THE NEW BOARDROOM NORM-READY, FIRE, AIM 6 RULES FOR OUTSIDE BOARD ADVISORS NEW CORP COUNSEL/SECRETARY GOVERNANCE "TO-DOS" THOSE TOUGH NEW PAY CLAWBACK POLICIES NYSE DISCLOSURE RULES HAVE BOARDROOM IMPACT ONLINE FIND-3 FREE AUDIT COMMITTEE GOODIES Q&A:Am I On Too Many Boards? November 2009 WILL BOARDS BE "FREED" FROM DECISIONMAKING? 6 "MUST HAVES" FOR 2010 EXEC COMP DISCLOSURES WHAT'S UP WITH SAY ON PAY? POLL YOUR BOARD AT EVERY MEETING SEC SEZ-MORE PROXY VOTES ON RISK, CEO SUCCESSION 4 THINGS INVESTORS DEMAND IN CEO SUCCESSION Q&A:How Do We Evaluate Our Chairman? December 2009 "BAILOUT" BOARDS A SIGN OF THE FUTURE? COMING SOON - COMPENSATION RISK DISCLOSURE ONLINE FIND - 2010 COMP TRENDS FREE WEBINAR INTERIM CEOS - 4 BOARD ISSUES WHY BOARD PRESENTATIONS SUCK... ... OH, AND BOARD TELECONFERENCES TOO Q&A:Tempting Reluctant Board Candidates   January 2010 CORPORATE BOARDS - FROM 2000 TO 2010 5 BOARD "MUSTS" TO LAUNCH 2010 NEW YEAR SEC RULES-BOARD DIVERSITY DISCLOSURE... ... AND TOUGHER BOARD COMP CONSULTANT RULES MIDCAP BOARD PAY SURPRISINGLY HEALTHY Q&A:When the Chair Takes Over as CEO February 2010 PROXY 2010-WILL YOUR BOARD "SELL" TO INVESTORS? THOSE NEW SEC DISCLOSURES ON BOARD SAVVY GREAT BOARD MEETING PREP TIPS FROM PROS 4 THINGS BOARDS GET WRONG ON CLAWBACKS 6 NEW M&A RULES TO REMEMBER ONLINE FIND-TIPS FOR THE "NEW DIRECTOR" Q&A:Directors Blabbing Outside the Boardroom?   March 2010 THE MIXED MESSAGES OF BOARD PAY BOARD PAY - WHAT'S NEW BOARD PAY - WHAT'S NEXT 6 TIPS FOR VC COMPANY BOARDS REDEFINING "LONG-TERM" PERFORMANCE THOSE NEW CLIMATE CHANGE RISK DISCLOSURES Q&A:Prepping the New Committee Chair   April 2010 BI SPECIAL - BOARDS COST TOO DAMN MUCH! 4 QUESTIONS FOR YOUR BOARD EXPENSES SHAPING YOUR BOARD BUDGET BOARD COST MANAGEMENT - 4 TIPS HOW STURM, RUGER MOVED ITS BOARD ONLINE 7 BENCHMARKS OF A BEST-PRACTICE COMP COMMITTEE Q&A:Should We Rotate Our Committee Chairs?   May 2010 READING GOLDMAN'S BOARDROOM "TEA LEAVES" BROWN-FORMAN'S FAMILY GOVERNANCE TIPS BOARD MAJORITY VOTES-TO RESIGN OR NOT? DIRECTOR INDEPENDENCE - HIDDEN DANGERS... ...AND WHAT TO DO ABOUT THEM 6 BOARDROOM "ALARM BELLS" YOU MAY BE MISSING Q&A:Board Size: Is Bigger or Smaller Better? June 2010 BP - DID ITS GOVERNANCE MAKE A DIFFERENCE? BUILDING STRONG CFO/AUDIT COMMITTEE LINKS WHAT CEOS SHOULD REPORT TO THE BOARD THE PRIVATE COMPANY BOARD SHIFT Q&A:When Should a Director Abstain From Discussion? July 2010 4 THINGS THE BP BOARD MUST DO NOW THE DODD-FRANK GOVERNANCE SHAKEUP BOARD SPECIAL COMMITTEES-STARTING RIGHT... BOARD SPECIAL COMMITTEES-YOUR CHARTER... BOARD SPECIAL COMMITTEES-YOUR ADVISORS... 6 WAYS TO PROVE GOOD COMPLIANCE OVERSIGHT Q&A:How Should Our Board Review Disclosures? August 2010 DODD-FRANK: CATCHING UP TO THE GOVERNANCE PARADE D-F: SAY ON PAY AND GOLDEN PARACHUTES D-F: COMP COMMITTEES AND THEIR ADVISORS D-F: REWORKING YOUR PAY RULES D-F: PROXY ACCESS D-F: THE BOARD ITSELF D-F: NEW BOARD IR DEMANDS September 2010 PROXY ACCESS - WHO BENEFITS? 6 BOARD TIPS FOR THE NEW PROXY ACCESS RULES BOARD TECH? THERE'S AN APP FOR THAT ONLINE FIND: VC COMPANY BOARD MEETING TEMPLATE NEW DEMANDS ON THE COMP COMMITTEE CHAIR Q&A:When You Must Investigate Your own CEO/Chair

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