Archive for the ‘Leadership’ Category

New Leadership Structure on Goldman Board

April 6th, 2012 | By

This week, Goldman Sachs Group Inc. named James J. Schiro to be independent lead director in response to shareholder calls to split the roles of chairman and CEO. Schiro, who has been a member of the board since 2009 and chaired the audit committee, effectively replaces John H. Bryan. Bryan had served as presiding director and will not seek re-election. The difference between lead and presiding directors can be substantial, as lead directors have greater influence over the governance of the board.

The prevalence of independent lead directors has increased in recent years. According to the 2011 NACD Public Company Governance Survey, 65 percent of public companies have an independent lead director, which is the highest rate since NACD began surveying the director community on this question in 1995. Additionally, 88 percent of companies with lead directors said that the position enhanced the board’s effectiveness.

Increased boardroom independence has been in the spotlight recently—for investors and legislators. In 2011, there were 24 shareholder proposals for establishing an independent board chairman (data collected from Jan. 1, 2011 to Jun. 21, 2011). Additionally, shareholders offered up 39 proposals in both 2010 and 2009. In 2010, the Dodd-Frank Act implemented a mandate requiring companies to disclose the rationale behind their current leadership structure—whether the chairman/CEO positions are combined or separated.  

The role of the independent lead director has also grown in importance. In 2011, the Report of the NACD Blue Ribbon Commission on the Effective Lead Director found that “the lead director has the ability to give the board a competitive advantage.” The Blue Ribbon Commission identified several areas enhanced by lead directors, including: identifying emerging issues and ensuring they are addressed; maximizing board effectiveness; fostering complete board discussion; and providing leadership in times of crisis.

Regardless of leadership structure, an independent voice leading the work of the board enhances any company. Goldman Chairman and CEO Lloyd Blankfein echoed this sentiment, stating, “I know our people and our shareholders will benefit greatly from [Schiro’s] deep experience in his new role on our board.”

Posted in Board Composition, Leadership | No Comments »

Driving Cognitive Diversity in the Boardroom—NACD Helps Senior Military Officers Transition to Boardroom Service

January 30th, 2012 | By

Realizing that many of those who have served in the military have diverse leadership experiences and functional skills, the National Association of Corporate Directors (NACD) has developed a new program to help senior military officers transition to boardroom service. This program will help advance high standards of director professionalism and increase cognitive diversity on corporate boards.

The first-of-its-kind forum—From the Battlefield to the Boardroom—will be held Tuesday, February 28 through Thursday, March 1 in Washington, DC. The agenda, speakers and program details can be viewed at www.NACDonline.org/Military.

In a Reuters story announcing the event, NACD President and CEO Ken Daly remarked that, “Developing an engaged community of men and women who retired from the most senior ranks of the military will raise the standards of directorship, provide diversity candidates for future director positions and provide opportunities for retired military officers currently serving as directors to mentor those with an interest in serving in the boardroom.”

In an environment where corporate boards and their enterprises face intense scrutiny, having qualified, well-prepared directors with diverse backgrounds and skill sets is critical. From the Battlefield to the Boardroom will continue NACD’s mission of preparing directors to professionally oversee the affairs of the corporation and building strong, diverse boards to serve as strategic assets for their enterprises. Since its founding 35 years ago, NACD has been focused on driving director professionalism, and has held several forums aimed at promoting diversity in the boardroom.

During this two-day forum, leading public company directors and corporate governance professionals will discuss boardroom realities with retired military flag and general officers and detail how their service-connected, core skill sets and experiences can be applied in public and private company boardrooms. The forum will also provide sessions on skill and knowledge development to help the participants apply their wisdom within the context of board leadership and corporate governance practices.

Full information, including an up-to-date agenda for the two-day program, is available at http://www.NACDonline.org/Military.

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Posted in Corporate Governance, Inside NACD, Leadership | No Comments »

And the Winners Are… NACD 2011 Director of the Year Awards To Be Presented at D100 Forum Gala

September 12th, 2011 | By

NACD is dedicated to recognizing and advancing exemplary board leadership. As part of this commitment, each year we select two individuals who are role models for director professionalism and set the standard for exemplary board service.

This year, we will recognize Jon F. Hanson as the 2011 winner of the B. Kenneth West Lifetime Achievement Award and Jenne K. Britell, PhD as the NACD Director of the Year.

Mr. Hanson is the chairman and founder of The Hampshire Companies. In addition, Mr. Hanson serves as the non-executive chairman of HealthSouth; chairman of Pascack Community Bank; a director of Yankee Global Enterprises; and chairman emeritus of the National Football Foundation and College Hall of Fame, Inc. His past directorships include serving as lead director for Prudential Financial, Inc., and as a director of CD&L. He is also an honorary director of Hackensack University Medical Center, following more than 20 years of service on their board of directors.

According to Hanson’s peers, he is well deserving of this award. He “exhibits the highest standards of integrity and ethics, courageous leadership under difficult circumstances, and prioritization of stakeholder interests.” He is a leading proponent of excellent corporate governance and director accountability.

Dr. Britell is a senior managing director of Brock Capital, LLC, an advisory and investment banking firm. Additionally, she is non-executive chairman of United Rentals, Inc., the world’s largest equipment rental company. Dr. Britell currently serves on the boards of Crown Holdings, Inc., Quest Diagnostics, the U.S. Russia Investment Fund, the U.S. Russia Foundation for Entrepreneurship and the Rule of Law and the Santa Fe Institute board of trustees. Her prior directorships include service to Lincoln National Corporation, West Pharmaceutical Services, Aames Investment Corporation and the TIAA-CREF board of trustees.

Dr. Britell’s executive credentials include senior positions with GE Capital, Dime Bancorp, Inc., HomePower, Inc., Citicorp and Republic New York Corporation. She was the founding chairman and chief executive officer of the Polish-American Mortgage Bank in Warsaw, the first private mortgage bank in postwar Poland.

In nominating Dr. Britell to be the 2011 NACD Director of the Year, her peers cited outstanding boardroom integrity and leadership, as well as “her intelligence, her insight, and her sense of responsibilities on a corporate board.” In addition, they highlighted her ability to apply her financial expertise to important strategic decisions facing the boards on which she serves.

We invite you to join us in congratulating Mr. Hanson and Dr. Britell for their outstanding and well-deserved achievements, and to celebrate director professionalism with us at this year’s NACD Directorship 100 Forum Gala on November 8th at New York City’s Waldorf-Astoria. We hope to see you there!

To register for the NACD Directorship 100 Forum, go to NACDonline.org/D100. Additionally, directors and executives from NASDAQ-listed companies will save 10 percent on the registration price by entering coupon code OMXSAVE. To register, or to ask questions in person, please email registration@NACDonline.org or call 202-572-2088.

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Posted in Corporate Governance, Inside NACD, Leadership, Uncategorized | No Comments »

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