Boardroom INSIDERsm

 

 Boardroom INSIDER is the online newsletter for better boards and better directors (www.boardroominsider.com). Ralph Ward, publisher, is also author of the books Saving The Corporate Board, Improving Corporate Boards - The Boardroom INSIDER Guidebook, and 21st Century Corporate Board.

For a free trial subscription, visit the Boardroom INSIDER info page, or call (989) 833-7615.

Insights on governance, the board of directors,
and the 21st Century boardroom.

Boardroom INSIDER News Blog........9/08

HOW "FRIENDLY" SHOULD A CORPORATE BOARD BE?

Carl Icahn's successful hostile effort to place his own nominees on the board of Yahoo is just one aspect of a trend toward corporate boardrooms becoming less of a cozy, inbred circle of friends. In an article in the September issue of governance monthly Boardroom INSIDER, publisher and governance commentator Ralph Ward notes that growing campaigns by unhappy investors to nominate their own directors "are a direct attack on the idea of 'board collegiality.'" This concept, that boards must be a compatible team of colleagues to be effective, "is such a universal Good Thing that potential governance changes are often weighed by how they will affect it." Board self-evaluation and the naming of a "lead" independent director are a few of the governance ideas questioned because they could upset the collegial boardroom balance.

But in the BI article, Ward questions whether collegiality is all it's cracked up to be. "A self-perpetuating boardroom group that all goes along to get along sounds ever-more outdated in the Sarbanes-Oxley age." He predicts that board collegiality will soon follow the fear of paying directors in equity as an abandoned governance taboo.

Also in the September issue of Boardroom INSIDER:

Ideas for smarter, tougher audit committee evaluation.

How a woman boardroom pioneer made her voice heard.

Five tips for better board meeting prep.

Q&A: How does a board deal with a "hostile" director?

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