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Governance – Compliance

Boards Demonstrate More Willingness to Pull in Reins on CEOs

As DuPont’s recent release of CEO Ellen Kullman shows, boards are more trigger-happy these days about dismissing CEOs for poor performance, and less willing to have agreed to golden parachutes to get them out the door.

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Boards: Choose a CEO for Long-Term Growth, Not Just a Turnaround

It seems a familiar story these days—a company on rocky ground for a few quarters suddenly finds itself rudderless as the chief executive is let go or departs for greener pastures. In the resulting vacuum, the pressure to make an immediate hire can be intense. But companies are well served to think carefully about whether they truly need a "corporate savior" who can devise and carry out a turnaround strategy in short order, or whether a long-term leader is better suited to lead the company back to market success.

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CEO Pay-Ratio Rule Likely to Produce Little Information but Lots of Heat

The completion of the CEO-pay ratio rule won’t give boards much help in calculating the right compensation for their leaders. But it will create a public-relations pain point for many companies and their chiefs and perhaps require a proactive communications effort.

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3 Ways a CEO Can Stop Activist Investors Before They Attack


No company, regardless of size, profitability or cash stockpile, is immune from an activist investor attack. Power players like Apple, Pepsi, Microsoft and Netflix with tons of cash and generous dividends that outperform their peers have successfully been attacked and forced to change course. Proctor & Gamble’s attacker owned less than 1% of the firm and orchestrated an event that ousted the CEO and forced a change in corporate strategy.

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What You Need to Know Before Accepting a Position as a Nonprofit Board Member

You've been asked to serve on the board of a nonprofit organization. Should you accept? Membership on a nonprofit board is a rewarding experience for many CEOs whose skills and experience running a company make them especially valuable to the organizations they serve. CEOs should, however, conduct due diligence regarding the organization and understand the duties of board membership prior to accepting a board seat.

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Women on Board: Directors Must Move to Tap Advantages

By now the benefits of cultivating more female leadership are clear to most boards. But moving from recognition to action is a bigger step, and one that directors must be proactive about.

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Better to Base CEO Pay on Trust Than Stock Incentives, Study Says

The best way for directors to align the company’s interests with the CEO’s is to max out stock incentives, right? Not necessarily. New research published in the Review of Financial Studies recommends a different approach to incentives that results in a more effective relationship between the CEO and board.

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