Publications

The board of directors plays a central role in the corporate governance system. All countries require that publicly listed companies have a board. While their attributes vary across nations, they universally share common responsibilities.

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A board of directors requires professionals with a diverse mix of managerial, functional, and other specialized knowledge in order to properly advise and oversee management. This Quick Guide reviews the process by which companies select,…

The board of directors is generally described in terms of its prominent structural attributes, including size, composition, and independence. This Quick Guide examines the importance of these, and whether they contribute to board effectiveness…

The governance system that a company adopts is not independent of its environment. Instead, it is shaped by a variety of factors inherent to the business setting. This Quick Guide explains the factors that shape governance systems around the…

Corporate governance has become a well-discussed and controversial topic among corporations, shareholders, and the general public. However, the debate over what constitutes “good governance” often lacks structure, making it difficult for…

This Data Spotlight provides data and statistics on the level and structure of CEO compensation in the United States. This data supplements in the issues introduced in the Quick Guides “…

This Quick Guide provides data and statistics on the attributes of the CEOs and CEO succession events at publicly traded companies in the United States. This data supplements the issues introduced in the Quick Guide “…

Other organizational structures exist besides public corporations. Examples include family-controlled businesses, venture-backed companies, private equity-owned businesses, and nonprofit organizations. Each of these faces their own issues…

A company offer a competitive compensation arrangement in order to attract, retain, and motivate a qualified CEO to manage the organization.

This quick guide examines the elements of executive compensation and the process by which the…

The board of directors is responsible for ensuring that correct management is in place to run the organization. This includes hiring, evaluating, and — when circumstances merit — removing or replacing the chief executive officer.

This…

There has been tremendous pressure on companies to satisfy stakeholder considerations as part of their long-term planning and governance. This activity is broadly categorized as ESG (environmental, social, and governance). 

This Quick…

A company offers equity incentives to encourage CEOs to take actions that are in the interest of shareholders. At the same time, equity incentives have the potential to encourage undesirable behaviors.

This Quick Guide examines the effects…

The board of directors is responsible for ensuring the integrity of published financial statements. This includes working with management to set the parameters for accounting quality and internal controls, and retaining an external auditor to…

Shareholders exert influence over the corporation through the board of directors and the proxy voting process. While indirect, this influence can be powerful in shaping corporate policy.

This Quick Guide examines the relation between…

One of the primary responsibilities of the board of directors is to monitor the strategy and risk of the corporation. This Quick Guide provides a concise introduction to corporate strategy, key performance measures, and risk management. It…

The board of directors might decide it is in the best interest of shareholders to sell the corporation to new owners. In theory, a change in control only makes sense when the value of the firm to new owners, minus transaction costs, is greater…

This Data Spotlight provides data and statistics on shareholder activism and the market for corporate control. This data supplements the issues introduced in the Quick Guides “The…

This Data Spotlight provides data and statistics on the venture capital industry and the governance of pre-IPO companies in the United States. This data supplements the issues introduced in the Quick Guide “…

This Data Spotlight provides data and statistics on the attributes of boards of directors of publicly traded companies in the United States. This data supplements the issues introduced in the Quick Guide “…

This Data Spotlight provides data and statistics on unethical behavior in corporations and other negative outcomes including bankruptcy, litigation, and corruption in the United States. This data supplements in the issues introduced in the Quick…