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Study Group Looks at the Future of Corporate Boards

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Maya Raichura
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Study Group Looks at the Future of Corporate Boards - July 21st, 2012

NEW YORK — April 20, 2011 — A 20–member blue–ribbon panel, the Study Group on Corporate Boards, co–sponsored by Columbia Business School and the John L. Weinberg Center for Corporate Governance at the University of Delaware, today released “Bridging Board Gaps,” a report designed to improve board performance and effectiveness by offering a series of recommendations in critical areas of governance. The report calls for a renewed commitment to the purpose of corporate boards, and suggests guidelines to improve board practices and standards along seven core dimensions: Purpose, Culture, Leadership, Information, Advice, Debate and Self–Renewal. The report also builds on past reforms and regulatory actions to focus on the gaps between governance ideals and governance realities and suggests practical and new solutions for boards of companies of all sizes and in all industry groups. Funding for the report was provided by the Rockefeller Foundation.

Glenn Hubbard, Dean of Columbia Business School and Study Group Co-Chair, noted that boards must address two kinds of gaps: oversight and expertise. Each is important, he said, and require looking beyond mere process. “Many of the contributions to corporate governance in recent years focused inward to the board’s operations rather than outward to the board’s work in areas such as risk.”

Study Group Co–chair Charles M. Elson, Edgar S. Woolard, Jr. Chair in Corporate Governance and Director of the John L. Weinberg Center for Corporate Governance, University of Delaware said: “Over the decades, the board has admirably moved from an advisory to a monitoring function. Unfortunately, it has still to meet its potential.”

Frank Zarb, Senior Advisor, Hellman and Friedman, and Non–Executive Chairman, Promontory Financial Group and a veteran of many corporate boards added that the report is an initial step in igniting a broader and deeper review of board structure and function.

“The report is not meant to answer all the questions, but to encourage further examination of boards,” said Mr. Zarb. “The need for greater board expertise comes at an important time for securities markets,” he noted. “In the early 1970’s the stock market began to democratize and today it includes tens of millions of middle class advisors — although board governance is essentially the same today. Is this a reality we have to live with?”

Other participants from the Study Group on Corporate Boards include:

Peter Langerman, President and CEO of Franklin Mutual Advisers (Mutual Series Funds)

The Honorable Arthur Levitt, Senior Advisor, Carlyle Group and former Chairman, Securities and Exchange Commission

Eugene A. Ludwig, Principal, Promontory Financial Group

The Honorable Paul O’Neill, Special Advisor, Blackstone; former Secretary of the Treasury

Ruben Mark, former CEO, Colgate Palmolive

Damon Silvers, Policy Director and Special Counsel, AFL–CIO

The Honorable E. Norman Veasey, Chief Justice Delaware Supreme Court, Retired


About Columbia Business School

Led by Dean Glenn Hubbard, the Russell L. Carson Professor of Finance and Economics, Columbia Business School seeks to provide a truly global business education that lasts and evolves over a lifetime, preparing students for strong leadership in any industry. The School’s cutting–edge curriculum bridges pioneering academic theory with industry practice, imparting not only functional skills but the entrepreneurial mindset required to recognize and capture opportunity in a competitive business environment. Beyond academic rigor and teaching excellence, the School offers programs that are designed to give students practical experience making decisions in real–world environments. The strength of its ideas, the breadth and accessibility of its alumni network, and the extent of its connections to New York City combine to make Columbia Business School one of the most innovative and dynamic business communities in the world. The School offers MBA and Executive MBA (EMBA) degrees, as well as non–degree executive education programs. For more information, visit www.gsb.columbia.edu.

About the John L. Weinberg Center for Corporate Governance

The John L. Weinberg Center for Corporate Governance at the University of Delaware fosters education, thoughtful debate, and innovation in the field of corporate governance. The Weinberg Center’s programs provide forums for corporate board members, the legal community, the judiciary, regulators, academia and students, in which theories are created, ideas are advanced and progressive changes come to life. Since the founding of the Weinberg Center in 2000, Center programs have helped shape the debate on some of the most important legal and policy matters in corporate law and governance between finance and legal policy as they relate to corporate governance, policy reform and investor protection.



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