Corporate Board Member magazines

Corporate Board Member Magazine NYSE Euronext

Board Committee Interactive
November/December 2002 Cover

Cover Story

28 When Should You Overrule the CEO? What's the Best Way To Do It?

He’s wrong morally, ethically, legally, or strategically, that’s when. But sometimes overruling isn’t enough.

November/December 2002

Features

36
What Inspires You? What Gets You Going?
Directors are fired up by everything from problem-solving to beating the competition. One compares the work to an atomic reaction.


44
What’s Your Biggest Frustration or Gripe?
Lawsuits, being snubbed by Wall Street, regulatory red tape, CEOs who don’t listen, abuse of directors’ time... The list goes on.


56
What Would You Like to See Changed in How Boards Do Business?
One director thinks board members should be rotated in and out of committees. Some argue for more education and more information. But another says recommending changes this soon after Enron is asking for trouble.


62
How (and When) Do You Fire a Fellow Director?
At one company, the CEO finally asked two squabbling board members not to run for reelection. The survivors breathed a huge sigh of relief. According to our survey, a third of boards still include at least one dud.


68
What Was Your Biggest Battle—So Far?
Some directors tell of victories. Others admit defeat. (Losers usually move on.) The probable next battleground: executive compensation.


72
Excluding Your Own, What’s the Best Board in America?
No clear winners here—but Warren Buffett’s footprints show up more than once. Directors also think good governance is a good legal defense.


74
What Would You Like to Talk About That We Haven’t Asked?
Plenty! One theme: Directors think they do a good job for shareholders.


76
Why Do Some Directors Say One Thing But Do Another?
Walking the talk is tough. Being human—and collegial—gets in the way. Also, see what our survey says about directors who get to meet without the CEO in the room.


78
Why Diversity is Good for Business
Muriel Siebert makes the case. The survey shows how many boards include women (who are faring best), African-Americans, Asians, and Latinos.