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Home / Magazine / Archives 02-03 / WDT 2003 / What a Difference a Year Makes

What a Difference a Year Makes

from What Directors Think 2003
by Colin Leinster

Change has been one name of the game during the past 12 months. But overarching even that has been an amazing stick-to-it-iveness among directors throughout an extraordinary year marked by scandals, criminal trials, a bumpy stock market and mulish economy, and war.

Sticking to the knitting doesn’t equal easy. Corporate Board Member’s second annual “What Directors Think” survey confirmed as widespread what most of our readers knew to be true in their own worklives. Reforms such as the requirements spelled out in the Sarbanes-Oxley Act mean a lot of extra pressure for directors—and many more hours of reading and other preparation for considerably longer board meetings. In fact, the survey shows that the percentage of directors whose board meetings last five hours or more has grown dramatically, from less than 7% a year ago to 50%. Over 3% of the respondents say their meetings last at least 10 hours.

Despite all this, most of you seem impressively cheerful and committed to the task in hand—namely, governance. The same mood, often sparked by humor, comes through in many of the interviews we conducted individually with 100 directors. And surprisingly, 44.2% of those surveyed were willing to say no when asked if corporate reform truly could have occurred without government intervention, as opposed to 33.4% who said yes. Another 22.4% answered the question by saying they aren’t sure.

It’s hard to find much trace of Pollyanna in the survey results. Directors take all the new regulations, and the need to respect and abide by them, very seriously indeed. Such pressures will only be increased by the requirements of another round of rules recently set by the Securities and Exchange Commission.

But even the best-written laws offer escape routes—and with those come the ethical dilemmas that directors inevitably face. There’s no pattern to moral ambiguity, and often no clear right and wrong. “A New Moral Compass for the Boardroom,” a special report, shows how boards have been handling these dilemmas—and what has happened as a result, good or bad. We hope it will help you weigh the ambiguities.

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