conference board

ALSO NOTED: More GRC vendors are eyeing Japan, where new rules are set to take effect; Quandary for boards: What to do when the

Tue, 14 Aug 2007 06:59:58 -0400

> The Conference Board has has released The Corporate Governance Handbook 2007: Legal Standards and Board Practices. It aims to provide up-to-date guidelines for boards, covering all aspects of the work of the board. Another shameless pitch comes from the author of another guide, The Complete Guide to Sarbanes-Oxley.

> Quandary for boards: What to do with the CEO who suffers from depression. Article

> More GRC vendors are eyeing Japan, where new rules are set to take effect. Here's an example.

> Company going public has last-minute Sarbox issues to remedy. Article

> Companies looking at risk beyond strictly compliance-related issues. Survey

> The VC industry is as active as ever, even as exits tend toward private acquisition rather than IPOs. Article

> Even in this era, still a lot of hard-to-believe fraud out there. Here's an example.

> SEC's Chris Cox a big supporter of Sarbox. Article

> Campos steps down at SEC. Article

> Survey alert: Insurance industry CFOs take a dim view of Sarbox. Article

> Survey alert: About half of CIOs think the business benefits of Sarbanes-Oxley outweigh the costs. Article

And Finally... When brothers talk about the markets... Article

More on the end of quarterly guidance

Mon, 14 May 2007 20:01:39 -0400

There are those that think the drop in the number of companies offering quarterly earnings guidance recently is related to Sarbanes-Oxley. I think the link is suspect, but the law may play a role, as does Reg FD. The bottom line is that we're seeing more and more companies give up on what was once a standard practice. There is a concerted move underway to get the markets and people to focus more on the long-term. The Conference Board has issued a call for the end of quarterly guidance. But let's face it. This has been an issue for decades. Small companies especially need the guidance to drum up interest, and leaving the issue of quarterly earnings up to the analysts may not be smart either. But there could be a call for standards and best-practices on how best to come up with quarterly guidance. There's a lot of gamesmanship now.

For more:
- here's an AP article about less guidance being offered. Article
- here's an overview from cfo.com
- Do companies use guidance to set up the market for surprises? Article

Best practices for boards and ERM

Mon, 19 Feb 2007 19:01:39 -0500

Enterprise risk management comes off like a buzzword of interest only to the IT guys. But the truth is that more corporate boards are playing a rising role in ERM and its various implementations. There has been huge demand for guidance and best practices advice, to which The Conference Board has responded. It has started a case-study based Research Working Group on ERM and has released a report. It looked at five companies: Bristol-Myers Squibb Company, Capital One Financial Corporation, International Paper, MetLife, Inc., and Moody's Investors Service. Its recommendation might seem prosaic: "Appreciate the importance of ERM." But others are subtly wise: "Choose compensation policies and performance metrics to promote and track the pursuit of a risk-adjusted corporate strategy." This is far-reaching stuff indeed.

For more:
- here's a release

Directors get another post-Sarbox pay raise

Mon, 23 Oct 2006 20:01:39 -0400

We've discussed at length the fact that a job on a board is not the cushy sinecure it used to be. These days, it's a bitterly hard job. Not to worry: Directors have given themselves a nice raise to compensate a bit for the added liability and headaches. In the service sector, pay rose to $106,250 from $81,875, according to the latest Conference Board survey. At the largest companies, the increases were likely even higher. So all in all, risks noted, it's still pretty good part-time work if you can get it. Compensation and audit committee members were likely the biggest beneficiaries. Board members usually attend six all-day, full board meetings a year. Some absences are excused. The committee work can take more time.

For more on the survey:
- Here's an article from CNNmoney.com

Does Sarbox render board members personally liable?

Mon, 12 Jun 2006 20:01:34 -0400

There's little doubt that Sarbox has put added pressure on outside directors. Audit committee members seem to be the most affected, given the monitoring requirements and the fact that audit resources often report directly to them. But what about financial liability? The conventional wisdom, especially in the wake of Enron and WorldCom, is that directors could be held personally liable for malfeasance. The Conference Board, with McKinsey and KPMG's Audit Committee Institute, have released a study that argues directors could face heightened liability if they don't have the right risk processes in place. Others argue the reality is that outside directors rarely have to pay up. One study found only 13 cases since 1980 when directors paid anything out-of-pocket to settle a lawsuit. Of course Sarbox could easily change that, so it pays to be prepared.

> Here's the Forbes article.