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Corporate Governance Centers Sites

Corporate Governance Index By Title

Global Corporate Governance Forums: The role of the Global Corporate Governance Forum is to help countries improve standards of governance for their corporations, by fostering the spirit of enterprise and accountability, promoting fairness, transparency and responsibility.

Corporate Governance Encyclopedia: Encycogov is an academic encyclopedia about corporate governance intended for use by students, academics, business people and government officials. The vision of Encycogov is to be the most useful and well documented web-based resource about topics that are relevant for the understanding of issues in corporate governance. Encycogov was started in the summer 1999 as an experiment and its development continues.

Corporate Governance Network: Since 1995 the Corporate Governance site has provided news, internet links, and a small reference library supported by purchases through Amazon. Corporate Governance serves as a discussion forum and Network for stakeholders who believe active participation by shareowners in governing corporations will enhance their ability to create wealth.

Corporate Library: The Corporate Library was founded during the summer of 1999 by Nell Minow and Robert A.G. Monks.  The Corporate Library is intended to serve as a central repository for research, study and critical thinking about the nature of the modern global corporation, with a special focus on corporate governance and the relationship between company management, their boards and shareholders.

European Corporate Governance Institute (ECGI): The ECGI is an international scientific non-profit association. We provide a forum for debate and dialogue between academics, legislators and practitioners, focusing on major corporate governance issues and thereby promoting best practice. Our primary role is to undertake and disseminate impartial and objective research on corporate governance and undertake any other activity that will improve understanding and exercise of the highest standards in corporate governance.

A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z

( Symbol Guide )

 [ A ]

A Region's Hospital Supplies: Costly Ties, Barry Meier, The New York Times, October 8, 2002.  “Struggling hospitals in the New York area may be overpaying millions for medical supplies because their trade group promotes a purchasing agent with financial ties to the group and at least one of its top executives, according to records and health care officials.  Some area hospitals say they usually obtain better prices by not buying through the agent, Premier Inc. And a study by the trade group, the Greater New York Hospital Association, once found that Premier's prices were not always the best. The association will not release that 1997 study, nor will it say whether it has been updated.”  (Corporate Governance (Self-Enrichment))

A Theory on Corporate Greed, Jeff Madrick, The New York Times, February 20, 2003.  "Mr. Jensen, however, began to see something he had not fully thought about. "What we learned from the 1990's," he said in an interview, "is that when a company's stock is overvalued it sets in motion a set of organizational pressures that can destroy rather than create shareholder value." Honest managers were so swept up by the need to produce rising profits just to keep their jobs, and their small fortunes, that they stepped over the line. "Overvalued stocks are like managerial heroin," he said." (Corporate Governance | Market History)

An Empire Built On Ifs!, Peggy Noonan, The Wall Street Journal, January 25, 2002.  "Honest Management and "How rich do you have to be?”  (Corporate Governance (Enron))

 [ B ]

Bad Press: How Business Journalism Helped Inflate the Bubble, Phillip J. Longman, The Washington Monthly, October 2002.  “Like many of the industries we once covered, business journalists built their own bubble during the last decade. And now--as is appropriate for an industry that grew rich by dishing out so much bad advice and flabby reporting--business journalism is currently suffering the same financial fate as Wall Street and Silicon Valley. The Industry Standard --where reporters once took time off from chronicling the achievements of dot-com heroes to enjoy in-house massages and open-bar parties graced by belly dancers--is history, along with many other formerly high-riding business rags.” (Corporate Governance | Market History)

Before Telecom Bubble Burst, Some Insiders Sold Out Stakes, Dennis K. Berman, The Wall Street Journal,  August 12, 2002.  "These days, Vincent Galluccio spends most afternoons at the wheel of a tractor, overseeing his $5.2 million Long Island vineyard, Galluccio Family Winery. Just two years ago, Mr. Galluccio was one of thousands of executives overseeing a different product: telecommunications."  (Corporate Governance)

Beware White Knights Who Wreck the Castle, William J. Holstein, The New York Times, September 22, 2002.  "Corporate directors, Wall Street analysts and the business press are too easily smitten with the charisma and personality of chief executives who promise sweeping change when they take over, according to a new book that will surely intensify the already hot debate on corporate governance."  (Corporate Governance (Executive Compensation))

Beyond Selfishness, Henry Mintzberg (McGill University), Robert Simons (Harvard University) and Kanal Basu (University of Oxford), Working Draft, April 2002.  “In the past decade, we have been experiencing a glorification of self-interest perhaps unequalled since the 1930s.  It is as if, in denying much of the social progress made since then, we were thrown back to an earlier and darker age.  Greed was raised to some sort of high calling; corporations were urged to ignore broader social responsibilities in favor of narrow shareholder value; chief executives were regarded as if they alone create economic performance.  Meanwhile, concern for the disadvantaged – simple, old fashioned generosity – was somehow lost.”  (Corporate Governance | Market History)

 [ C ]

Companies Behaving Badly, Gretchen Morgenson, The New York Times, March 6, 2005.  “Corporate governance problems, business-speak for companies that shirk their responsibilities to shareholders, have been front and center for more than three years. While many companies have toned down anti-shareholder practices, investors must remain vigilant for executives and boards that are still in the Stone Age.  That is the conclusion drawn by researchers at Governance Metrics International, a two-year-old independent research firm in New York that scrutinizes corporate governance practices for institutional shareholders. "For too long governance screening hasn't been part of the investment process," said Gavin Anderson, chief executive of Governance Metrics. "But investors are realizing that this is another area they need to monitor."  (Corporate Governance | Market History)

Companies Complain About Cost Of Corporate-Governance Rules, Deborah Solomon and Cassell Bryan-Lou, The Wall Street Journal, February 10, 2004.  “Some U.S. companies are complaining that new rules aimed at improving corporate accountability will cost them in dollars and in time this year.  Most of the rules stem from the 2002 Sarbanes-Oxley Act, which Congress enacted to beef up corporate governance in the aftermath of accounting fraud uncovered at Enron Corp., WorldCom Inc. and elsewhere. Written by the Securities and Exchange Commission, the regulations are aimed at toughening corporate accountability to restore investor confidence and are just now starting to hit bottom lines. Advocates say they will help companies avoid costly problems down the road."  (Corporate Governance | Market History)

Company Is Foreign At Tax Time, But Seeks Americans-Only Work, David Cay Johnston, The New York Times, October 18, 2003.  “A big oil-well drilling company that has used one law to escape American taxes by taking addresses in Bermuda and Barbados is now trying to use another law to qualify for business open only to American companies.  Competitors are crying foul, saying they cannot survive if the Bermuda-Barbados company, Nabors Industries, is allowed to vie for contracts while paying little or nothing in taxes.  The competitors, most of them family-owned businesses, say that unless Congress acts to level the playing field they will lose so much business to Nabors that they will go broke within a decade or be forced themselves to try to become Bermuda companies so they can also escape taxes.”  (Corporate Governance (Accounting and Taxes) | Market History)

Corporate Governance, Chairman Alan Greenspan, At the Stern School of Business, New York University, New York, New York, March 26, 2002.  "Corporate governance has evolved over the past century to more effectively promote the allocation of the nation’s savings to its most productive uses. And, generally speaking, the resulting structure of business incentives, reporting, and accountability has served us well. We could not have achieved our current level of national productivity if corporate governance had been deeply flawed."  (Corporate Governance | Market History)

 [ D ]

 [ E ]

Enron Pundits, Howard Kurtz, The Washington Post, January 30, 2002.  “The debate about campaign finance reform can be boiled down to one question:  What exactly are corporations buying when they give millions of dollars to politicians?  Now there’s some heated talk about journalistic finance reform – that is, what are corporations buying when they lard their payrolls with prominent media folks?”  (Corporate Governance | Market History (Enron))

 [ F ]

Fall Enron (The), Peter Behr and April Witt, The Washington Post, Sunday, July 28 to Thursday August 2002.  "For Vince Kaminski, the in-house risk-management genius, the fall of Enron Corp. began one day in June 1999. His boss told him that Enron President Jeffrey K. Skilling had an urgent task for Kaminski's team of financial analysts."  (Corporate Governance | Market History (Enron))

Feeling the Shivers Of Faraway Scandals In Fort Wayne, Ind.: Excesses Elsewhere Have City on Its Best Behavior; Who Made That Cookie?, Susan Pulliam, Susanne Craig and Randall Smith, The Wall Street Journal, February 6, 2004.  “A senior vice president at Merrill Lynch & Co. testified that the firm received a lead role in a $2.1 billion bond offering for Tyco International Ltd. shortly after hiring Phua Young, a stock analyst favored by Tyco executives for his bullish coverage.  The suggestion of a "quid pro quo" was raised as jurors in the trial of Tyco's former top executives were shown an August 1999 e-mail message from Sam Chapin, the senior vice president, to Merrill's then-chairman David Komansky.  In the e-mail, Mr. Chapin wrote that then-Tyco Chief Executive L. Dennis Kozlowski "wanted to recognize the commitment that you and I had made to him to address our equity-research coverage of Tyco."  (Corporate Governance | Market History)

Former WorldCom CEO Built An Empire on Mountain of Debt, Susan Pulliam, Deborah Solomon and Carrick Mollenkamp, The Wall Street Journal, December 31, 2002.  “In June 1998, Bernard Ebbers, then chief executive of WorldCom Inc., wanted to buy a ranch. It was no ordinary weekend getaway.  The property Mr. Ebbers hankered for was the Douglas Lake Ranch in British Columbia. The largest privately held ranch in Canada, the 500,000-acre property boasts 20,000 head of Hereford and crossbreed cattle, its own general store and a fly-fishing resort, complete with hot tub and yurts. Queen Elizabeth and Prince Phillip have visited.”   (Corporate Governance | Market History (Worldcom))

From the Foxhole to the Boardroom America's Soldiers Live by a Code of Honor. So Should its Executives, Uwe Reinhardt, The Wall Street Journal, Sunday, March 17, 2002.  “After Sept. 11 and the Enron fiasco, we have a rare opportunity to observe, in real time and on TV, both the heroic and the pathetic in adult American society. The heroic images are those of soldiers ducking bullets and mortar in Afghanistan, of police and firemen who risked and lost their lives on Sept. 11, and of journalists who venture into harm's way to inform their fellow citizens about faraway wars and peoples.”  (Corporate Governance | Market History)

 [ G ]

Giving at the Office On Corporate Boards, David Bank and JoAnn S. Lublin, The Wall Street Journal, June 20, 2003.  “When companies look for outsiders to join their boards, they often turn to people such as Ellen Futter, the president of the American Museum of Natural History in New York. As corporations see it, the leaders of big nonprofits can bring independence and a broader view of social issues to a board. Ms. Futter serves on four: insurer American International Group Inc., pharmaceutical maker Bristol-Myers Squibb Co., the energy company Consolidated Edison Inc. and J.P. Morgan Chase & Co., the nation's second-biggest bank.”  (Corporate Governance | Market History)

Global Crossing Settles for $325 Million, Gretchen Morgenson, The New York Times, March 20, 2004.  “Investors and former workers who lost money and their pensions in the 2002 collapse of Global Crossing, the telecommunications company, will receive $325 million in a settlement of a class-action lawsuit reached late yesterday.  Gary Winnick, the founder and former chairman of Global Crossing, which spent $15 billion circling the globe with a state-of-the-art fiber optic network, will contribute $30 million to the settlement. Simpson Thacher & Bartlett, Global Crossing's law firm, will pay $19.5 million, even though the firm was not named as a defendant."   (Corporate Governance | Market History (Global Crossing))

 [ H ]

Health-Care Consultants Reap Fees From Those They Evaluate, Barbara Martinez, The Wall Street Journal, September 18, 2006.  “When Kevin Grady took over as an employee-benefits consultant for the Columbus Public Schools District in 2001, he signed a contract promising to act "in the best interest" of the schools. The Ohio district agreed to pay him $35,000 a year to help it choose a health insurer. Officials thought that was all Mr. Grady was getting out of the deal.  It wasn't. After the district switched its health insurance to UnitedHealth Group Inc. on what it says was Mr. Grady's recommendation, he started getting payments and other compensation from the big Minnetonka, Minn., insurer. "Thank you and United for the steaks," Mr. Grady wrote in a Dec. 20, 2001, email to a UnitedHealth employee. "We'll have those on Christmas eve."  (Healthcare (Corporate Governance and Inflation))  Seminar

Heart Procedure Is Off the Charts in an Ohio City, Reed Abelson, The New York Times, August 18, 2006.  “People with blocked coronary arteries can typically choose among drugs, bypass surgery and vessel-clearing procedures like angioplasty.”  (Health Care (Corporate Governance))  Series

High Cost of Too Good to Be True, Julie Creswell and Vikas Bajaj, The New York Times, November 26, 2006.  “As the red-hot California real estate market sizzled in recent years, National Consumer Mortgage looked like just another residential mortgage company successfully riding the boom. It had lush offices in downtown Orange; the former baseball great Steve Garvey promoted its products in radio spots; and its founder, Salvatore Favata, a former local baseball hero himself, lived in a $1.7 million mansion in tony Yorba Linda and zipped around in a Mercedes roadster. An annual “Favata Fest” at the founder’s home featured live music and photo ops with Mr. Garvey.”  (Corporate Governance (Fraud))

Hospital Chiefs Get Paid for Advice on Selling, Walt Bogdanich, The New York Times, July 17, 2006.  “The hospital executives were rewarded with more than a chance to indulge in a “harmonic” hot stone massage or mountainside golf.  They were also paid thousands of dollars for the advice they offered to dozens of companies, like Eli Lilly, Johnson & Johnson, Morgan Stanley and Citigroup. The hospital officials and their spouses received a free trip to the luxury resort, where they could join the Morgan Stanley Tennis Tournament or the GE Healthcare Barbecue. All of this came courtesy of the Healthcare Research and Development Institute, a for-profit company that is owned by about three dozen hospital executives, but underwritten by 40 or so of its handpicked corporate members, all suppliers to hospitals..”  (Corporate Governance)

How Donated Dollars Turn Into Pennies, Petro Barto, The New York Times, August 15, 2004.  “Raising money for the children of slain police officers has proved a costly proposition for the International Narcotic Enforcement Officers Association. Since 1997, this nonprofit group, based in Albany, has used a professional fund-raising company that hits the phones to seek donations on its behalf. Its 2002 drive seemed a success, raising over $428,000. But that was before the fund-raiser's cut. The association's final take was a little over $57,000, just 13 percent of the total.  "It's low, but it's better than nothing," said John Bellizzi, the association's executive director. "This year we'll probably have to cut down on scholarships." In past years, the association has received a higher percentage of the donations, but the rate declined after the fund-raiser complained of increased overhead costs, Mr. Bellizzi said."  (Corporate Governance (Fundraising) | Market History)

How Energy Traders Turned Bonanza Into a Historic Bust:  Spurred by Deregulation, Industry Greed And Deceit Unraveled the Nascent Market, Paul Beckett, Jathon Sapsford and Alexei Barrionuevo, The Wall Street Journal, December 31, 2002.  “With dazzling speed, the energy-trading business sprang up in the late 1990s and seemed to become a $300 billion bonanza. Just a few years later, it's mostly gone, having collapsed in a flurry of fraud, aggressive accounting and flat-out greed.”  (Corporate Governance | Market History)

How Parmalat Spent and Spent, Alessandra Galloni and David Reilly, The Wall Street Journal, July 23, 2004.  “One question has bedeviled investors around the world since Italian dairy giant Parmalat SpA collapsed last year in one of Europe's biggest-ever corporate frauds: Where did all the money go?  In a report compiled for the Italian government, Enrico Bondi, the special administrator appointed by the Italian government to run and restructure the now-insolvent milk company, has come up with a €14.2 billion answer (in U.S. terms, a $17.4 billion answer).”  (Corporate Governance (Parmalat) | Market History)

How to Fix Corporate Governance, Greg Ip, BusinessWeek, May 6, 2002.  "A disenchanted investor vows to vote in favor of every shareholder resolution he can find. An angry employee says she feels betrayed by bosses who have grown rich on stock options while putting the squeeze on health benefits and salaries. A dealmaker, trying to close a sale, hears yet another buyer grouse: "Who's to say this guy isn't lying about the numbers like everyone else?"  Faith in Corporate America hasn't been so strained since the early 1900s, when the public's furor over the monopoly powers of big business led to years of trust-busting by Theodore Roosevelt."  (Corporate Governance | Market History)

 [ I ]

 [ J ]

Just Say No To Wall Street, Joseph Fuller & Michael C. Jensen, Managing Directors Organizational Strategy Practice, The Management Group, September, 2001.  "CEOs are in a difficult bind with Wall Street.  Managers up and down the hierarchy work hard at putting together plans and budgets for the next year and quite often when those plans are completed top management discovers that the results fall far below what Wall Street expects.  CEOs and CFOs are therefore left in a difficult situation.  They can stretch to try to meet Wall Street's expectations or prepare to be punished if they fail"  (Corporate Governance | Market History)  Classic

 [ K ]

Kmart's Road to Bankruptcy, Bill Vlasic, Mark Truby and David Shepardson, The Detroit News, August 12, 2002.  "They lived the good life of gated estates, a 47-foot yacht, corporate jets at their beck and call, and multiple pay hikes, perks, bonuses and loans.  But even as Kmart Corp. struggled for survival, its chairman, Charles Conaway, and president, Mark Schwartz, wanted more, renegotiating employment contracts that would ultimately net them a combined $34 million in less than two years.  Conaway and Schwartz, the leaders of the $37-billion-a-year retail giant that lost $3.9 billion in its past five quarters and laid off 22,000 workers this year, are now central figures in the company's demise.  Their management blunders led Kmart into bankruptcy, and questions abound as to whether they hid the company's financial condition from its board of directors, employees and shareholders.   But one thing is clear: As Kmart spiraled downward, Conaway and Schwartz grew richer."  (Corporate Governance (K-mart) | Market History)

 [ L ]

Learning Old lessons From A New Scandal, Phillip L. Zweig, The New York Times, February 3, 2002.  "Penn Square was a goofy little bank - Enron was a goofy little energy or technology or ?"  (Corporate Governance | Market History)

 [ M ]

Microstrategy's CEO Sped To The Brink, Mark Leibovich, The Washington Post, January 6, 2001.  "Then, just a few weeks later, it all crashed -- a flip of fortunes that was sudden even by the exaggerated norms of the late 1990s and the early part of 2000. Saylor's life and company became object lessons in how ephemeral success could be in the new economy, how perspective could be so easily lost, and how myths -- and stock fortunes -- could so easily vanish. When MicroStrategy's story began to unravel, at least some industry and Wall Street watchers believe, it signaled the end of that era. "This one popped the bubble," wrote James Cramer, columnist for TheStreet.com. "MicroStrategy forever changed the Internet mania."  (Corporate Governance (MicroStrategy) | Market History)

Mister, We Could Use a Man Like J. P. Morgan Again, Robert J. Samuelson, The Washington Post, Wednesday, August 7, 2002.  "Morgan always denied that his most critical decisions were based mainly on financial calculus. In one congressional hearing, the committee's counsel asked, "Is not commercial credit based primarily upon money or property?"  "No sir," Morgan replied. "The first thing is character."  "Before money or property?" the skeptical counsel asked.  "Before money or property or anything else," Morgan said. "Money cannot buy it."  (Corporate Governance | Market History)

 [ N ]

 [ O ]

Offering Perks, Lenders Court Colleges’ Favor, Reed Abelson, The New York Times, October 24, 2006.  “One student loan company has invited college and university officials, and their spouses, to attend an education conference — in the Caribbean this February, all expenses paid. Another pays universities bonuses based on how much their students borrow. Others gave away gifts like iPods at a recent conference for financial aid administrators.”  (Education (Corporate Governance))

Ordered to Commit Fraud, A Staffer Balked, Then Caved, G. Thomas Sims, The Wall Street Journal, June 23, 2003.  “Betty Vinson has always kept her life well ordered. She posts one list on the refrigerator of what she needs to buy at Wal-Mart and another for the grocery store. She keeps a list of the clothes she wears to work so she doesn't repeat outfits too often. The daughter of the former owner of a small typewriter shop, she is known among her friends for her spicy Texas chili.  In 1996, she took a job as a midlevel accountant at a small long-distance company. Five years later, her solid career took a sudden turn in a very sorry direction. Today Ms. Vinson, 47 years old, is awaiting sentencing on conspiracy and securities-fraud charges. She has begun to prepare her 12-year-old daughter for the possibility that she will go to jail.”  (Corporate Governance (WorldCom) | Market History)

Ovens Are Cooling At Krispy Kreme As Woes Multiply, Rick Brooks and Mark Maremont, The Wall Street Journal, September 1 2004.  “When a Krispy Kreme shop opened in Rochester, N.Y., in late 2000, more than 100 people lined up in a snowstorm before 5 a.m. to get one of the first hot, gooey doughnuts off the conveyer belt. Within about an hour, the drive-through lane was choked with 75 cars. Three TV stations and a radio station broadcast live from the scene. Anchors gobbled doughnuts on the air.  The excitement was genuine, but hardly spontaneous. Each local media outlet had gotten an early-morning delivery of 10 dozen free doughnuts from Krispy Kreme. Traffic reporters mentioned tie-ups near the store after a public-relations firm told them about it.”  (Corporate Governance (Krispy Kreme) | Market History)

 [ P ]

Pampered Life Is Fading for 2 Mortgage Giants, John Tierney, The New York Times, June 17, 2003.  “Until last week, most Americans familiar with Freddie Mac or Fannie Mae probably had a vague image of benevolent government agencies helping young couples get their first mortgages. But after Freddie Mac replaced its top management, it became clear from the severance pay that this was no ordinary government work. Bureaucrats do not receive $24 million golden parachutes.  Freddie Mac and its big sister, Fannie Mae, are government-sponsored enterprises in Washington that have become two of the largest and most profitable companies on Wall Street. They say that their special privileges promote the American dream and that their profits reflect sound management. Their critics say the companies promote what is more like the Washington dream: private benefits for the well connected, and potentially enormous public costs for taxpayers if either company makes the wrong bets when buying and selling mortgages.  Now critics — from Alan Greenspan to Ralph Nader — see an opportunity to challenge two institutions that have long been virtually untouchable. After the shake-up at Freddie Mac, which came during an internal inquiry of its accounting practices, outside investigations were announced by federal prosecutors, regulators and lawmakers."  (Corporate Governance (Fannie Mae and Freddie Mac) | Market History)

Paying People to Lie, Michael C. Jensen, Managing Director Organizational Strategy Practice, The Management Group, September, 2001.  "The reality is that almost every company in the world uses budget or target-setting system that rewards people for ignoring or destroying valuable information and punishes them for taking actions that benefit the company.  These budget-based systems reward people for lying, and for lying about their lying, and punish them for telling the truth."  (Corporate Governance | Market History)  Classic

Predators In Paradise?, Jyoti Thottam, Time, September 29, 2002.  "In a rambling two-story house hidden by mango and chicle trees on the industrious island of Trinidad lives an unlikely watchdog against corporate greed. Ved Seereeram, a financial consultant and former banker, has been working for years to expose what he describes as a prestigious U.S. lender aggressively marketing financial instruments to governments that didn't really understand them. Tens of millions of dollars in excessive fees and interest, he says, have been diverted from poor Caribbean countries into the coffers of Citibank, now a unit of Citigroup. Until recently, no one really listened."  (Corporate Governance | Market History)  Classic

Public Shunning, Neil Weinberg, Forbes, October 30, 2006.  “Blue-chip companies are going private. foreign companies are scorning public markets in the U.S. and going public--abroad. And now, in another sign of disenchantment with public ownership, chief executives are shunning board seats.”  (Corporate Governance (Boards) Seminar

 [ Q ]

 [ R ]

Report Slams Hollinger's Black For a 'Corporate Kleptocracy', Mark Heinzl and Christopher J. Chipello, The Wall Street Journal, September 1 2004.  “In the end, the Nobel prizes, doctoral degrees and dizzying financial transactions could not obscure what Long-Term Capital Management was doing, according to a court ruling on Friday. And that, the judge said, was dodging taxes.  Still, leading tax lawyers, economists and tax executives who digested the decision over the weekend are focusing less on why Long-Term Capital's brainpower chose to skirt the law and more on what the decision means for future cases.”  (Corporate Governance | Market History)