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Can Diversity in the Boardroom Quell Corporate Corruption? Steven A
Loyola University Chicago, School of Law LAW eCommons Faculty Publications & Other Works 2003 Flaw in the Sarbanes-Oxley Reform: Can Diversity in the Boardroom Quell Corporate Corruption? Steven A. Ramirez Loyola University Chicago, School of Law, [email protected] Follow this and additional works at: http://lawecommons.luc.edu/facpubs Part of the Securities Law Commons Recommended Citation Ramirez, Steven, Flaw in the Sarbanes-Oxley Reform: Can Diversity in the Boardroom Quell Corporate Corruption, St. John’s L. Rev. 837 (2003). This Article is brought to you for free and open access by LAW eCommons. It has been accepted for inclusion in Faculty Publications & Other Works by an authorized administrator of LAW eCommons. For more information, please contact [email protected]. A FLAW IN THE SARBANES-OXLEY REFORM: CAN DIVERSITY IN THE BOARDROOM QUELL CORPORATE CORRUPTION? STEVEN A. RAMIREZt INTRODUCTION Why talk about the intersection of race and corporate law? Because that is literally where the money is. Corporations produce ninety percent of our total gross domestic product.1 The top 500 corporations control seventy-five percent of our nation's most productive assets.2 In a society that is as materialistic as ours, to talk about any systemic racial reform without discussing corporate governance misses this central point.3 In short, if our society continues to be permeated by the consequences of yesteryear's apartheid, it is axiomatic that corporate governance f Professor of Law and Director, Business and Transactional Law Center, Washburn University School of Law. Courtney T. Kennedy and Brian Perkins provided excellent research assistance for this Article. -
LEADING and MANAGING GLOBALLY VP+ Directors Managers with YALE SCHOOL of MANAGEMENT and INTERNATIONAL INSTITUTE for MANAGEMENT DEVELOPMENT (IMD)
Target Audience LEADING AND MANAGING GLOBALLY VP+ Directors Managers WITH YALE SCHOOL OF MANAGEMENT AND INTERNATIONAL INSTITUTE FOR MANAGEMENT DEVELOPMENT (IMD) Companies around the world have gone global at an accelerated speed. Yet many companies are not fully prepared for a world in which the biggest business opportunities are global in nature and scope. Executives in the six-week program, Leading and Managing Globally, acquire the global mindset and competencies needed to effectively lead in this world, from bridging cultural divides, to PROGRAM STRUCTURE recognizing more deeply the sources of organizational power and information flow, to overcoming barriers to change. Time Commitment: 6 weeks/ 5 flexible hours per week USE INFORMAL AUTHORITY TO IDENTIFY AND BRIDGE CULTURAL LEAD EFFECTIVELY IN A MATRIXED CREATE ALIGNMENT AND CHANGE DIFFERENCES ACROSS DISTANCE GLOBAL ORGANIZATION Format: Self-paced with live faculty and team Improve management of global Identify sources of informal Overcome resistance to change interactions power and leverage your virtual teams across cultural, and achieve team integration and language and time differences network of relationships alignment within complex matrixed Output: Action plan with to influence those sources structures concrete roll-out strategy Use cultural decentering Manage interdependence techniques to diagnose cultural Define new metrics and KPIs to between organizational units differences and avoid team align purpose and drive FACULTY and foster knowledge flows conflicts arising from misaligned -
Good Governance and the Misleading Myths of Bad Metrics
Academy of Management Executive, 2004, Vol. 18, No. 1 ........................................................................................................................................................................ Good governance and the misleading myths of bad metrics Jeffrey Sonnenfeld In the aftermath of the well-publicized corruption governance metrics ratings services, the best and malfeasance in several large public corpora- known of which are Institutional Shareholder Ser- tions, especially at the executive and board levels, vices (ISS) and Governance Metrics International investors and analysts are searching for manage- (GMI). While firms such as Moody’s and The Cor- ment tools to measure the vulnerability of firms to porate Library use a wide mix of criteria to evalu- dishonesty, fraud, and corruption. While this effort ate companies, including their openly qualitative to improve governance through uniform guidelines judgment, ISS and GMI rely more on crisp numer- is understandable, at times boards and companies ical scoring systems. Some even believe that it is are reaching out for any life preserver that comes dangerous for firms to challenge the influential ISS along. Some firms are capitalizing on this desper- and GMI ratings services, given the attention paid ation by setting themselves up as corporate gover- to them by credit analysts, institutional portfolio nance experts. In 1999, when William Donaldson managers, and liability underwriters.3 was chairman of Aetna, he said prophetically, “I ISS and GMI look at public records to score firms fear that there is a growing cottage industry of on their governance effectiveness by using sim- superficial thought about corporate governance.”1 plistic checklists of standards or metrics based The swelling number of governance consultants heavily upon cliche´s and myths, rather than on has made Donaldson’s statement truer than ever. -
Power & Politics
POWER & POLITICS Langone (Draft) MGMT-GB.3366.10 Fall 2017 Professor R. Kabaliswaran Office: KMC 7-56 Class: KMC 4-80 E-mail: [email protected] (best way to reach me) Class Hours: W 6:00:9:00. Dates: 9/27-12/20. Office Hours: Usually an hour before class and by appointment Deliverables: My Constituency Map due session 7. One individual midterm case report due session 9. Class Reflection Journal: Do each session on previous session’s case/s and discussion. Put it all together , broken by session, and post as ONE word document before last class session. No need for journal write up on content of midterm case session and the last session. One take-home final due last session. Welcome to the elective course in Power & Politics! Course Theme Politics is not a dirty word! We just got to learn how to play good politics and keep out bad politics. By the same logic, power by itself does not necessarily corrupt though absolute power may corrupt absolutely. In other words, this course is about how to conquer the world, or at least survive the corporate jungle, without losing our soul. Even if you don’t want to play politics, good or bad, you still need the skills from this course to ensure that you don’t become a victim of politics. Course Objectives • Understanding what power is: People often have a misperception of what power, the basis of political behavior, really means. By the end of this course you should be able to have not only a conceptual understanding of what power is within an organizational context but a practical grasp of what the actual sources of power are. -
Yale Global Executive Leadership Program Yale Is a Place to Think About Big Ideas That Will Change the World
YALE GLOBAL EXECUTIVE LEADERSHIP PROGRAM YALE IS A PLACE TO THINK ABOUT BIG IDEAS THAT WILL CHANGE THE WORLD. AND BUILD KNOWLEDGE, SKILLS, AND CONNECTIONS THAT WILL BENEFIT YOU FOR THE REST OF YOUR LIFE. AN EXCLUSIVE PROGRAM FOR CXOs & WOULD-BE CXOs As a leader, the world expects you to compete strategically and win globally, no matter the odds. The Yale Global Executive Leadership Program prepares you for these challenges, to rise to the highest levels of global leadership. You will leave the program equipped with strategic insights, leadership skills, and the deep understanding of global business context needed to drive growth and profitability in a high-performing organization. The intensive residential design, carefully orchestrated curriculum, world-class faculty, state-of-the-art facilities, and dynamic peer-to-peer interaction combine to create an unparalleled learning experience that will forever change the way you do business. Your five weeks at Yale will include participation in the world-renowned Yale Chief Executive Leadership Institute. Upon completion of GELP, you will join the Association of Yale Alumni, an elite group of successful industry leaders who span the globe. You will gain exclusive access to an array of resources that facilitate lifelong learning, growth, and success. UNIQUE YALE ADVANTAGE Yale University alumni include CEOs of global corporations, 19 Supreme Court justices, 5 U.S. presidents, 5 Academy Award winners, 13 living billionaires, and many foreign heads of state. In addition, Yale has graduated hundreds of members of Congress and many high-level U.S. diplomats, including former U.S. Secretary of State Hillary Clinton and current Secretary of State John Kerry. -
Ross Production March 2019
Slattery, Elizabeth (Federal) From: Beaumont, Dina (Federal) Sent: Thursday, April 5, 2018 6:02 PM To: Bedan, Morgan (Federal) Subject: FW: New Dina Beaumont Department of Commerce | Office of the Secretary Office: 202.482.1368 [email protected] From: Marie‐Josee Kravis [mailto:(b)(6) @KKR.com] Sent: Thursday, April 05, 2018 5:26 PM To: (b)(6) Mrs. Ross ' < (b)(6) Mrs. Ross >; (b) (6) non-Gov ' < (b) (6) non-Gov >; Beaumont, Dina (Federal) <[email protected]> Subject: Dear Hilary and Wilbur, (b)(6) As I mentioned to you, this year Bilderberg is meeting in Turin Italy, beginning with dinner June 7 and ending at noon June 10. We would love to have Wilbur return to update us on US trade and economic policy and would adjust the program to his schedule. Best, Marie‐Josée ================================================================= ============== Please refer to http://www.kkr.com/email-disclaimer for important disclosures regarding this electronic communication. ================================================================= ============== 1 Slattery, Elizabeth (Federal) From: Elizabeth Power Robison ((b)(6) @milkeninstitute.org) <(b)(6) @milkeninstitute.org> Sent: Friday, April 27, 2018 11:51 AM To: Neuhaus, Chelsey (Federal); Bedan, Morgan (Federal) Subject: RE: A special request from Mike Milken Chelsey, Tuesday is nearly fully booked. I have time available at 7:20 am, 8 am, 8:20 am, 5:20 pm, and 5:40 pm. There is also time at 6 pm on Mon, April 30. Do any of these spots work? Elizabeth From: Neuhaus, Chelsey (Federal) [mailto:[email protected]] -
Leadership 500-2012
2012 Leadership 500 VOL. 29 NO. 10 LEADERSHIP DEVELOPMENT PROGRAM RANKING SUPPLEMENT OCTOBER 2012 by Ken Shelton excellence in leadership development How broad is the involvement and without recognizing the program how deep the participation? 4. OR OUR 2012 Leader- director is like recognizing a universi- Measurement and accountability. Fship 500 ranking, ty for excellence in their football pro- What ROI measures are made and we again connected gram without recognizing the coach, reported and to what degree is with about 1,000 orga- or recognizing a film without recog- accountability for performance and nizations known for developing lead- nizing its director. In fact, I find that results part of the program? 5. ers and selected over 500 to feature in the quality of the LD program is Presenters, presentations, and deliv- seven categories: Large Organizations, directly related to the quality of the ery. What are the qualifications of the Small/ Midsize, Universities, Nonprofits, current program leadership—usually a presenters, how effective are their Government/Military, Consultants/Trainers/ team of two or more people responsi- presentations, and how is the pro- Coaches, and Consulting Groups. We ble for the design, delivery and gram delivered? 6. Take-home value. received about 100 updates and origi- impact of the LD program. What do participants take away and nal entries to last year’s list and tried Rankings are based on seven crite- apply to improve themselves, their to verify current managers and direc- ria: 1. Vision/mission. Are these state- families, teams, and volunteer work? tors in these organizations. ments linked to business strategy and 7. -
Fall Policy Conference
2013 Fall Policy Conference November 20-21, 2013 November 20 – 21, 2013 Fall Policy The Waldorf Astoria Hotel Conference New York, NY Thank You to Our Sponsors Our to You Thank Event Agenda 2:30 p.m. Welcoming Remarks The Honorable Thomas H. Kean, Former Governor, State of New Jersey Empire Room, Lobby Level 3:00 p.m. Women’s Economic Empowerment Empire Room, Lobby Level After years of focus, women make up only a small percentage of corporate board members and senior leaders. Why is this? What needs to happen to drive better balance between men and women? Moderator: Beth A. Brooke, Global Vice Chair, Public Policy, sponsored by EY Roger W. Ferguson, Jr., President and Chief Executive Officer, TIAA-CREF The Honorable Paula Stern, Ph.D., Wednesday, November 20 November Wednesday, Founder & Chairwoman, The Stern Group, Inc. Dr. Chris Bart, Founder, Principal and Lead Professor, The Directors College Henrietta H. Fore, Chairman and Chief Executive Officer, Holsman International 4:15p.m. Break November 20 – 21, 2013 Fall Policy The Waldorf Astoria Hotel Conference New York, NY 4:30 p.m. Business Statesmanship Empire Room, Lobby Level America has many CEOs, but how many of them can be considered statesmen (leaders who engage in and speak out for the common good on key public policy issues, not just company matters)? Why don’t more corporate leaders act as statesmen? A March poll of CED Trustees cited concerns over criticism and shareholder pressure for short-term results as impediments to speaking up and out. How can we turn the tides? Moderator: The Honorable William H. -
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Financial Times: Diehard Trump Republicans on Collision Course
Diehard Trump Republicans on collision course with US business Companies reconsider support and funding for politicians who back overturning of election result Diehard Trump Republicans on collision course with US business | Financial Times (ft.com) Andrew Edgecliffe-Johnson in New York and James Politi and Courtney Weaver in Washington Wednesday, January 6, 2021 Republicans supporting Donald Trump’s efforts to overturn the election are on a collision course with US business leaders, as companies reconsider support and funding for politicians they deem to be a threat to national stability. The decision by 13 Republican senators to join most House Republicans in refusing to certify Joe Biden’s victory on Wednesday was quickly denounced by business groups, whose leaders voiced alarm at the threat it posed to a democracy that most had taken for granted. Their action “undermines our democracy and the rule of law”, warned the US Chamber of Commerce, as a small business coalition blasted the “shameful complicity” of elected officials trying to help Mr Trump “undermine the will of the voters”. Attempts to thwart the orderly transfer of power to Mr Biden ran “counter to the essential tenets of our democracy”, added more than 180 New York executives including Accenture’s Julie Sweet, BlackRock’s Larry Fink and KKR’s Henry Kravis. Pointedly, several of the statements argued that indulging baseless conspiracy theories — including that Mr Biden only won thanks to mass voter fraud — was bad for business at a time when executives want Washington to tackle the economic fallout from Covid-19. Sowing further distrust in the political system “threatens the economic recovery . -
Don't Act Your Age - Harry, Tonto, Paul, and You
July 4, 2014 Don't Act Your Age - Harry, Tonto, Paul, and You Jeffrey Sonnenfeld, Senior Associate Dean, Lester Crown Professor of Management Practice, Yale School of Management At age 44, the maverick satirical filmmaker Paul Mazursky wrote and directed Harry & Tonto, chronicled an old man's unexpected late life struggle against society's selfish coercive pressures to relocate, institutionalize, and infantilize him back into a state of docile dependency. This week, 40 years later, Mazursky, at age 84, himself, became the ultimate victim of aging but not the victim of ageism. He beat ageism by not allowing others define him as "past his prime," "last year's model," "over-the-hill," and any of the other euphemisms aspiring middle-aged combats use to push aside those who appear to block their own career paths. Robert McFadden wrote in his New York Times obituary: Mr. Mazursky was a show-business rarity, almost never out of work in a run of six decades that began as a stage and screen actor in the early 1950s and was still adding credits at the time of his death... For all that, there was an ageless quality about him. Associates said he had boundless energy, the rapid patter of a stand-up comic and an actor's gift for memory. This was the parallel goal of Mazurky's character Harry Combs of Harry & Tonto-- the roles so poignantly played by 55-year-old Art Carney, who earned an Oscar for "Best Actor." As a retired school teacher in his 70s, widower Harry was living in a decaying building where his apartment was a museum of memories -- all artifacts of a life that had past. -
The Lowdown on Showdowns: Piloting Around Partisan Divides in Immigration, Infrastructure, and Industry
EXECUTIVE SUMMARY EXECUTIVE SUMMARY The Lowdown on Showdowns: Piloting around Partisan Divides in Immigration, Infrastructure, and Industry Washington, DC | March 13, 2018 PRESENTING SPONSORS The Lowdown on Showdowns: Piloting around Partisan Divides in Immigration, Infrastructure, and Industry Washington, DC | March 13, 2018 PRESENTING SPONSORS KEY THEMES SUMMARY The Yale Washington CEO Caucus March 13, 2018 | Washington DC Agenda Welcome & Overview Jeffrey A. Sonnenfeld, Senior Associate Dean, Yale School of Management Trading Places between Parties: Fairness and Diplomacy OPENING REMARKS Wilbur L. Ross Jr., 39th U.S. Secretary of Commerce Stephen A. Schwarzman, Chairman & CEO, Blackstone Jim Himes, Congressman, 4th District, State of Connecticut Kevin Rudd, President, Asia Society Policy Institute; 26th Prime Minister of Australia Ashton B. Carter, 25th U.S. Secretary of Defense Mark A. Weinberger, Global Chairman & CEO, EY COMMENTS John D. Negroponte, Deputy Secretary (2007-2009), U.S. Department of State Robert D. Hormats, Under Secretary (2009-2013), U.S. Department of State J. Stapleton Roy, 5th Ambassador to China (1991-1995) Blake D. Moret, Chairman & CEO, Rockwell Automation Nicholas T. Pinchuk, Chairman & CEO, Snap-on Incorporated Bob Diamond, CEO, Atlas Merchant Capital Steve Miller, President & CEO, International Automotive Components Group (IAC) Tamara L. Lundgren, President & CEO, Schnitzer Steel Industries Timothy J. Sloan, President & CEO, Wells Fargo & Company Keith E. Williams, President & CEO, UL RESPONDENTS Eddie Tam, CEO, Central Asset Investments Pericles Lewis, Vice President & Deputy Provost, Yale University Jane Harman, President & CEO, The Wilson Center Fr. Manuel Dorantes, Strategic Advisor, Vatican Secretariat for Communication F. Scott Kieff, Principal, McKool Smith; Commissioner ITC (2013-2017) Quinn Mills, Professor Emeritus, Harvard Business School Maury Peiperl, Dean, School of Business, George Mason University © 2016 Chief Executive Leadership Institute.