The governance revolution : what every board member needs to know now / by Deborah Hicks MidanekPublisher: Boston, M.A. DEG Press, 2018Description: xxxviii, 280 p. ; Electronic resource.ISBN: 9781547416448.Subject(s): Corporate governance | Boards of directors | Directors of corporations | Business managementOnline resources: Download as an eBook
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THE SYSTEM AND HOW IT CAME TO BE: How our governance system began -- The emergence of the corporation in the United States -- Post-World War I developments -- The glow following World War II -- Shifting dynamics from 1970 to 2000 -- Post 2000 intensification of focus on the board. THE PLAYERS AND CAPITAL MARKET FORCES: The rise of independent/disinterested directors -- The rise of institutional investors -- The impact of the great inflation -- Mortgage back securities and structured products conundrums -- The aftermath of the abyss -- The rise of leveraged buyouts, high yield bonds, and private equity investment -- The rise of hedge funds and emergence of aggressive activism -- The evolution of the New York stock exchange. THE ROLE OF THE BOARD: Clarifying the rights and roles of the board and the shareholders -- Assessing the proliferation policies and principles -- Considering proposed new paradigm. DOING THE JOB: Review issues for boards to address highlighted by NYSE -- Establish the appropriate 'tone at the top' -- Choose the CEO wisely and actively plan for succession -- Develop a strong organisational framework -- Tailor board work to the company -- Focus intently on compensation -- Seek wisdom, courage and breadth of experience in director recruitment -- Actively evaluate board performance to constantly improve -- Manage risk effectively -- Independently evaluate the impact and execution of transactions -- Communicate clearly, consistently and constantly. HAZARDS AND THEIR NAVIGATION: Address individual hazards and personal fear -- Navigate corporate hazards and distressed situations -- Recognise and rectify hazards of board process -- Know that steady, purposeful work is the antidote -- Survive success and relentlessly build resilience -- Own the role and build the future.
Offers a common-sense companion for those who are serving on a board, or intending to do so. Advises clarity of purpose can improve board and director effectiveness, and offers insight into how boards should function in this volatile environment. Discusses the history of boards, their relationship with investors, CEOs and stakeholders, and governance processes.