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Directors & Boards

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Just ask.(Cynara scolymus)
Treating risk management and compliance challenges as an opportunity to contrlol costs and improve performance requires stepping back to get a good look at the overall landscape. Then it's . . .

Now that you know what you don't know.(Company overview)
Nine ways you can start taking action today 1. Take the long view 2. Don't delegate this one 3. Make the business case 4. Start where you are 5. Getting ahead of risk 6. Work from the . . .

What's your story?
There's no shortage of reasons companies use to avoid the obvious improvement opportunities that come from integrated GRC. How many of these sound familiar to you? * This is a long-term problem . . .

Making lemonade.
Every company has to invest resources in governance, risk management, and compliance - GRC for short. That's a fact of life. So why not do it in a way that creates more value and a bigger payoff? . . .

The squeeze is on.
After collectively spending billions on compliance activities over the years, many companies are suffering from "compliance fatigue." And though it's tempting to just leave it all behind, that's . . .

Ouch!(Brief article)
Few companies have a good handle on the wide range of policies and processes that are intended to manage risk and compliance. That's because they approach the functions separately, tacking them on . . .

Apples and oranges?(Brief article)
This book is both a call to action and an action plan. It's about taking better control of literally thousands of governance, risk management, and compliance activities that companies struggle with . . .

"I never saw it coming".
Have you ever wondered why so many companies are unprepared for the barrage of risks they're facing these days? Or why otherwise capable leaders often get caught looking the wrong way when . . .

Our man in governance: An appreciation: columnist Hoffer Kaback at the decade mark in filing provocative dispatches on board pra
HOFFER KABACK celebrated his 10th year as lead columnist for DIRECTORS & BOARDS in 2007. That's an impressive run. Columnists are susceptible to high burnout. Writer Nora Ephron said it best: . . .

2007 article index; The hot issues and agenda items that Directors & Boards authors addressed last year.(2007 ARTICLE INDEX)(Com
Advisory Boards How an Advisory Board Drives Innovation--With its design advisory board, Procter & Gamble offers a strong example of how to create an advisory board, how to manage it . . .

Who's on board 2007; Directors Roster annual review of newly elected board members.(DIRECTORS & BOARDS' DIRECTORS ROSTER)
THE DIRECTORS & BOARDS Directors Roster is a quarterly record of new director appointments. It is compiled from public and private sources by the editorial staff of DIRECTORS & BOARDS and . . .

Hiding in plain sight: how to find and develop the next generation of directors.(HEIDRICK & STRUGGLES GOVERNANCE LETTER)
It's TOO SOON TO SAY that the CEO director is a vanishing breed but ... a revolution in slow motion is certainly under way when we look around the boardroom. At companies large and small, many . . .

The year in governance; A month-by-month recap of the people, actions, and organizations that defined and refined board oversigh
JANUARY STARTING OFF THE YEAR with a bang, Home Depot Chairman and CEO Robert Nardelli announced his resignation on Jan. 3. He never quite recovered from a fiasco of a shareholder meeting in . . .

D&O insurance: a pressure check: as companies caught 'financial flu,' liability risk rose. A few educated guesses about what's a
IF YOU, AS A BOARD DIRECTOR, had been stranded on a desert island for the past year, and you were rescued today, you might not recognize the financial world to which you returned. For one thing, . . .

Stakeholder face-off in the Facebook age: the board challenge ahead: Be better prepared to use the Web proactively and reactivel
IN TODAY'S SUSTAINABILITY-CONSCIOUS WORLD, Communication needs of stakeholders have expanded beyond traditional reporting to include regular updates on corporate sustainability performance. Most . . .

On the front lines of executive pay: revisiting the top comp stories of 2007 suggests some next-stage steps for crafting pay pro
LAST YEAR BROUGHT some remarkable stories to the executive compensation forefront--from huge CEO severance payouts to equally huge paybacks and to shareholder activism through "say on pay." Here . . .

A tale of two fairness opinions; Last year brought us FINRA Rule 2290--a wake-up call for dealmaking directors.(MERGERS AND ACQU
WHEN IT COMES TO FAIRNESS OPINIONS provided to corporate board members in connection with major corporate transactions, new FINRA Rule 2290 will undoubtedly usher in a new paradigm. The new rule, . . .

Corporate governance litigation: 2007 review: report from Delaware: a spotlight on several court rulings that moved the governan
THE HARSH CONSEQUENCES of being a faithless fiduciary were evident in 2007, when increased efforts by the Securities and Exchange Commission and U.S. Attorneys' Offices resulted in a wave . . .

Mission of the CAQ: enhance audit quality; Investors view auditors as allies, but expect them to find fraud. We're hearing that
PROTECTING THE INTEGRITY of the capital markets is critical to our nation's economic well-being. Public company auditors have a central role in that effort, and the profession has taken . . .

SEC report card 2007; The commission tackled proxy access, Sarbanes-Oxley refinements, terrorism ties, securities markets global
LAST YEAR WE GRADED the SEC's performance in 2006, and came out with a harsh critique. This year, we are more optimistic, although it is a cautious optimism. We note two trends driving the SEC. The . . .

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