Risk: Every Board' s Biggest Challenge - Jan/Feb 2009

Cover Story

Risk: Every Board's Biggest Challenge

You're expected to think about what you cannot envision and know the unknown. Here's how some boards do just that.

Plus: Thumbs-Down on a Separate Risk Committee

January/February 2009

Features

Why Directors Should Think Like Henry Kravis
Board members at companies taken private by equity buyers put their noses and their fingers in. Is this form of governance right for you?

Plus: Who Serves on the Biggest-Ever Private Equity Board

So Goldman Sachs is Now a Bank

Pushed by the market crisis into a new form, Wall Street’s most successful firm will bring big changes to commercial banking. Corporate customers will like most of them.

Shareholder Suits: You Ain't Seen Nothing Yet
Directors are being blamed for almost everything that’s gone wrong in the economy—from the subprime mortgage crisis to the federal bailout to excessive CEO pay. It looks as though the courts may not like board members either. Better check that D&O.

Boards That Saw It Coming—and Knew What to Do Next
How hands-on risk management helped directors bring some companies through the biggest business storm in years.

Plus: These Boards Got It Right Too

Here's One Way to Get a Grip on CEO Pay
Paying the CEO a set multiple of what the next layer of executives collect goes down well with shareholders. Internal pay equity, as it’s called, also demonstrates that the board is serious about finding the next CEO inside the company.

The Feds Turn Up the Heat on Foreign Bribes
Directors of companies that get caught can face individual fines, shareholder suits—and even jail. No wonder confessions of past sins are rolling in.

Plus: How One Board Handled a Bribery Scandal

Getting Back on the Diversity Track
The number of women and minority directors is barely growing. Here’s why that’s worrisome, along with some expert ideas for finding good new candidates.

Plus: How Diversity Equals Dollars
Recruiting Resources
Director Survey: Boards Talk the Diversity Walk

Clergymen in the Boardroom
A handful of boards include ordained ministers, folks who sometimes bring something extra to deliberations. Other times they’re like everybody else. One cites the learning curve he faced on the audit committee.

Departments

Letter from the Editor
On Heresy and Talent Pools

On Board
The Richest Independent Directors—and How Much They're Worth

Director to Shareholders: I'm Outta Here

Hate to Throw Away Your Papers? Donate Them to a College or Museum

An Old Friend Bows Out

More Boards Go for Clawbacks

Good News for Losers

Before We Adjourn
Directors Name Their Dream Vacations