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Questions Board Members Should Ask ...

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WHAT'S THE DIFFERENCE BETWEEN SERVING ON A MUTUAL FUND BOARD VERSUS A PUBLIC COMPANY BOARD?

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STANFORD UNIVERSITY: HOW TO REFRAME THE QUESTION TO GET TO NEW ANSWERS TO OLD PROBLEMS.

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"COMMONSENSE GOVERNANCE:" THESE BASIC PRINCIPLES OF GOOD CORPORATE GOVERNANCE ARE SPECIFICALLY WRITTEN FOR PUBLIC COMPANIES. MOST OF THE BASIC FRAMEWORK APPLIES TO PRIVATE AND NONPROFIT BOARDS AROUND THE WORLD.

THESE ARE NOT TECHNICAL STANDARDS. THEY ARE SIMPLY COMMONSENSE APPROACHES TO GOVERN RELATIONS BETWEEN INVESTORS AND MANAGEMENT.

THE SIGNERS OF "COMMONSENSE GOVERNANCE" INCLUDE:

    MARY BARRA (GENERAL MOTORS)
    WARREN BUFFETT (BERKSHIRE HATHAWAY)
    JAMIE DIMON (JPMORGAN CHASE)
    MARY ERDOES (J.P. MORGAN ASSET MANAGEMENT)
    LARRY FINK (BLACKROCK)
    JEFF IMMELT (GENERAL ELECTRIC)
    LOWELL MCADAM (VERIZON)
    BILL MCNBB (VANGUARD)
    RONALD O'HANLEY (STATE STREET)
    BRIAN ROGERS (T.ROWE PRICE)
    JEFF UBBEN (VALUEACT CAPITAL)

HOW DOES YOUR BOARD COMPARE TO THESE COMMONSENSE STANDARDS?

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BOARD CANDIDATES: THREE QUESTIONS TO ASK ABOUT BOARD STRUCTURE.

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ARE WE SURE WE ARE ALIGNING CEO PAY AND SHAREHOLDER VALUE?

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HOW "INDEPENDENT" ARE YOUR "INDEPENDENT" DIRECTORS?

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AS A BOARD, DO WE CREATE THE PROPER BALANCE BETWEEN CRITICAL EVALUATION OF MANAGEMENT PROPOSALS VERSUS ENCOURAGING INNOVATION?

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WHY IS IT CALLED "REPORT TO THE BOARD" AND NOT "REPORT TO THE TABLE?" IMPLICATIONS FOR LEADERSHIP SUCCESSION IN FAMILY DOMINATED BUSINESSES. THIS WAS A FAMILY OFFICE ASSOCIATION PRESENTATION.

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WHAT QUESTIONS SHOULD I BE ASKING ABOUT FIDUCIARY RESPONSIBILITY AS A BOARD MEMBER IN A NONPROFIT?

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HOW CAN WE KNOW WE KNOW ENOUGH TO KNOW IF WE ARE COMPETING IN THE RIGHT MARKETS?

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IS THIS FOUNDER/CEO THE RIGHT FIT IF WE WANT TO BE A RAPID GROWTH COMPANY?

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ARE WE BETTER OFF STICKING WITH THE FOUNDER OR GETTING A PROFESSIONAL CEO?

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WHAT QUESTIONS ARE WE NOT ASKING.

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WHAT LESSONS TO TRADITIONAL CEOs NEED TO LEARN WHEN THEY BECOME CEOs of PRIVATE EQUITY DOMINATED COMPANIES? LISTEN TO MIKE LORELLI.

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IS IT TRUE THAT THE MORE WELL KNOWN THE CEO, THE BETTER THE RESULTS ARE FOR SHAREHOLDERS?

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HOW INDEPENDENT ARE OUR "INDEPENDENT" DIRECTORS?

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WHAT IS THE EVIDENCE THAT THERE IS A LINK BETWEEN CEO PERSONALITY AND CORPORATE CULTURE; AND CORPORATE CULTURE WITH FINANCIAL PERFORMANCE?

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"AS A BOARD, WE KEEP OUR 'EYES ON THE BALL.' IS THAT A GOOD THING?"

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QUESTIONS TO ASK BEFORE JOINING A BOARD.

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WHY ARE THE MOST COMPLEX ISSUES WE HAVE TO FACE AS A BOARD PUT TOWARDS THE END OF THE BOARD AGENDA?

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HOW CAN I MOVE UP THE FOOD CHAIN OF BOARDS OF DIRECTORS?

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IS THIS BOARD TOO COLLEGIAL TO PROVIDE ENOUGH VALUE IN A MULTI-CULTURAL, GLOBAL BUSINESS ENVIRONMENT WHERE WOMEN ARE CRITICAL ECONOMIC DECISION MAKERS?

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WHAT CAN BOARD MEMBERS DO TO ASSIST A CEO WHO HAS NEVER REPORTED TO AN INDEPENDENT BOARD BEFORE?

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IS OUR BOARD SELF EVALUATION SUFFICIENT TO INSURE WE HAVE THE TALENT WE NEED?

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WHAT ARE THE NON-FINANCIAL MEASURES THAT BOARDS OUGHT TO BE FOCUSING ON?

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WHAT'S THE EVIDENCE THAT BOARD SELF EVALUATION MAKES A DIFFERENCE?

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ARE DIRECTOR CANDIDATES WHO SERVE ON 2+ BOARDS GOOD FOR SHAREHOLDER VALUE?

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WHEN ADDING INDEPENDENT DIRECTORS, DO WE WISH TO COMPLY WITH OR EXCEED LEGAL STANDARDS FOR "DIRECTOR INDEPENDENCE?"

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QUESTIONS BOARD MEMBERS SHOULD ASK CEOs ABOUT RISK MANAGEMENT.

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IS LOOKING AT TERMINATION COSTS FROM A ONE TIME TRANSACTION PERSPECTIVE THE BEST WAY TO EXAMINE TERMINATION EVENTS?

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HOW RISKY IS IT FOR ME TO SERVE ON A BOARD?

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QUESTIONS TO ASK ABOUT HOW WELL IS THE CEO ENSURING BUSINESS CONTINUITY IN THE EVENT OF A CATASTROPHE?

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PLEASE EXPLAIN TO THE BOARD THE COMPANY'S CONTINGENCY PLANS FOR MANAGING OPERATIONAL CRISIS.

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QUESTIONS BOARD MEMBERS SHOULD ASK DURING M&A DEAL MAKING.

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WHAT IS THE EVIDENCE THAT HIRING OUTSIDE BOARD MEMBERS INCREASES COMPANY SURVIVAL RATES?

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WHAT IS MANAGEMENT DOING TO STRENGTHEN AND TO MEASURE EMPLOYEE ENGAGEMENT RELATIVE TO THE COMPETITION?

Employee turnover statistics are not the same as employee engagement measures.

Link to the article below to see statistics for why engaged employees should matter to shareholders.

It is really simple in a post industrial economy: when customer facing employees think of themselves as Chief Customer Engagement Officers and the CEO thinks the CEO job is to be the Chief Employee Engagement Officer, then all will be well.

Is that how it is at YOUR company?

"What is Management Doing to Strengthen Employee Engagement?"

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WHAT RISK MANAGEMENT FACTORS DID YOU TAKE INTO ACCOUNT WHEN YOU SIGNED THAT SINGLE SOURCE CONTRACT?

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HOW MUCH 'SKIN IN THE GAME' SHOULD BOARD MEMBERS PUT IN?

Click here for an evidence based perspective that the most important governance variable in positive corporate performance is Board members with "skin in the game."

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DENNIS WHITE ON QUESTIONS BOARD MEMBERS SHOULD ASK PRIOR TO SELLING A FAMILY-DOMINATED BUSINESS.

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WHY ARE HOSPITAL MERGERS DOOMED TO FAIL?

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SETTING QUOTAS FOR FEMALE MEMBERSHIP ON OUR BOARD? IS THAT THE RIGHT THING FOR SHAREHOLDERS? IS THAT FAIR TO FEMALES?

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IS OUR COMPENSATION COMMITTEE'S CEO PAY PHILOSOPHY BASED ON EVIDENCE?

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HOW MANY WOMEN SHOULD BE ON THE BOARD/TASK FORCE?

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WHY SHOULD THERE BE CHECKS AND BALANCES BETWEEN THE CEO AND THE BOARD?

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QUESTIONS BOARD MEMBERS SHOULD ASK WHEN CONFRONTED WITH ACTIVIST INVESTORS WHO SEEK TO MAKE CHANGES THE BOARD DISLIKES

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QUESTIONS BOARD MEMBERS SHOULD ASK WHEN FACED WITH SHAREHOLDER OPPOSITION

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Questions Board Members Could Ask About Sales Force Effectiveness

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WHAT IS THE EVIDENCE THAT THERE IS A POSITIVE CORRELATION BETWEEN EMPLOYEE SATISFACTION AND SHAREHOLDER VALUE?

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WHAT IS THE EVIDENCE THAT DOWNSIZING DOES REDUCE COST?

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QUESTIONS TO ASK WHEN LOOKING AT YOUR RISKS IN JOINING THE BOARD OF A PRIVATE COMPANY

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HOW OFTEN SHOULD THE CEO BE COMMUNICATING WITH THE BOARD?

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ARE THE CORPORATE GOALS THE RIGHT GOALS?

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QUESTIONS BOARD MEMBERS OF ASSOCIATIONS SHOULD ASK WHEN CONSIDERING RECRUITMENT OF NEW BOARD MEMBERS.

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QUESTIONS BOARD MEMBERS SHOULD ASK ABOUT UPGRADING TALENT DURING DOWNTURNS.

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QUESTIONS BOARD MEMBERS SHOULD ASK ABOUT RECRUITING NEW BOARD MEMBERS.

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QUESTIONS BOARD MEMBERS SHOULD ASK WHEN THE CEO PROPOSES STRATEGIC ALLIANCES.

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Questions Board Members Should Ask When Evaluating Alliance Proposals.

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QUESTIONS BOARD MEMBERS SHOULD BE ASKING ABOUT BEING INFORMED ABOUT EMPLOYEE DEPARTURES.

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QUESTIONS BOARD MEMBERS SHOULD ASK ABOUT CEO SUCCESSION PLANNING.

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WHAT'S THE COMPANY ISS SCORE AND WHY DOES IT MATTER?.

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How Aggressive Should We Be in Using Coaching as a Way of Upgrading Management Talent and Creating More Leadership Bench Strength?

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As Directors, What is Our Fiduciary Obligation to Creditors Once We Enter the "Zone of Insolvency?"

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Questions Board Members Should Ask About When It's Time to Say Goodbye to the Founder

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ARE WE SETTING UP THE CEO FOR FAILURE BY GIVING CONFLICTING LEADERSHIP MANDATES?

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QUESTIONS DIRECTORS SHOULD BE ASKING CEOs ABOUT IMPROVING OPERATIONS.

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QUESTIONS BOARD MEMBERS OUGHT TO BE ASKING ABOUT CUSTOMER SATISFACTION..

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THE" CORE NONPROFIT BOARD QUESTION TO BE ASKED OF CEOs.

Allen Procter is former CFO of Harvard University and a BizJournal columnist.  He also consults with nonprofits.  According to Allen, the CORE question board members should be asking is if there is the right balance between mission enhancement versus mission sustainability. Operate within your narrow zone of mission comfort and you become a victim and your mission will fail.  Grow too much beyond your core competence and you jeapordize your core mission.  What's the right balance?  Are CEOs even thinking in terms of balance?

http://columbus.bizjournals.com/columbus/stories/2005/12/12/smallb7.html?t=printable

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QUESTIONS BOARD MEMBERS SHOULD ASK WHEN CONTEMPLATING EMPLOYEE STOCK OWNERSHIP PLANS.

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QUESTIONS BOARD MEMBERS SHOULD BE ASKING CEOs ABOUT M&A INTEGRATION

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QUESTIONS BOARD MEMBERS SHOULD ASK ABOUT MARKETING COMMUNICATIONS BUDGETS?

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QUESTIONS BOARD MEMBERS SHOULD ASK ABOUT CORPORATE REPUTATION?   

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How Many "Stars" Does This Board Really Need?

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Questions Members of Boards of Professional Service Firms Should Ask About M&As. 

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WHAT IS THE COMPANY DOING NOW TO PREPARE FOR THE NEXT TALENT WAR?

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QUESTIONS BOARD MEMBERS SHOULD ASK ABOUT CORPORATE VENTURING.

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QUESTIONS DIRECTORS SHOULD BE ASKING ABOUT RISK MANAGEMENT

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QUESTIONS BOARD MEMBERS SHOULD ASK CEOS ABOUT THE COMPANY'S E-BUSINESS STRATEGY

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QUESTIONS DIRECTORS SHOULD BE ASKING ABOUT INTERIM MANAGEMENT

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GLOSSARY OF ISSUES/QUESTIONS TO ASK AT BOARD MEETINGS

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CFOS AND CEOS ABOUT THE CREDIT & COLLECTIONS FUNCTION.

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ARE WE ENGAGING IN A PROPER POST-IPO REVIEW?

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TO BE CLEAR ABOUT THE DISTINCTION BETWEEN REFERENCES AND REFERRALS?

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WHEN CONSIDERING ACCEPTING A BOARD ROLE

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ABOUT ENVIRONMENTAL LIABILITY

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ABOUT ANGEL FINANCING STRATEGIES

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ABOUT CORPORATE RISK MANAGEMENT

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ABOUT R&D

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ABOUT EMPLOYEE TERMINATION PROGRAMS?

 

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