 OWNING
UP
The 14 Questions Every Boad Member Needs to Askby Ram Charan
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Your world as a director has
suddenly changed. You've seen members of other boards take the heat
when their companies imploded. The managements of Lehman Brothers,
Bear Stearns, Merrill Lynch, and Washington Mutual clearly failed,
but so did their boards. Now the board of every company beset with
problems is coming under scrutiny.
The pressure is on. Your board must
own up to its accountability for the performance of the corporation.
Governance now means leadership.
Boards must change their modus
operandi to address the new and complex issues that are emerging.
These include
- Ensuring liquidity in the
context of the global financial crisis
- Setting CEO performance targets
in a very uncertain economy
- Assessing strategy and
enterprise risk under extreme volatility
So what should boards do now? What
should they be talking about in their meetings and executive
sessions? What decisions must they make? How assertive must they be
regarding company priorities and operating goals?
In Owning Up, business
advisor and corporate governance expert Ram Charan answers these and
other burning questions on the minds of directors and business
leaders. He describes best practices that are emerging in boardrooms
he has observed firsthand. And he provides practical recommendations
on a range of issues, from compensation to dealing with external
constituencies. Wisely attuned to the human side, he confronts the
need for some boards to refresh their composition and for others to
rebalance their board dynamics.
Directors, CEOs, general counsels,
and operating executives will find here the guidance they need to
meet the new and rising standards for corporate governance in this
demanding business environment.
Praise for
Owning Up
"This book is a most
important contribution for both new and experienced directors,
addressing contemporary corporate governance. The 14 practical
questions represent the most vital issues that boards need to
proactively address and are particularly crucial now as boards deal
with the aftermath of the global financial tsunami."
—Thomas J. Neff, chairman, U.S., Spencer Stuart
"If Corporate America's board members had answered these questions,
the crisis of '08 would have been avoided. The book is that
powerful. It should be required reading in every boardroom,
executive suite, and business school on the planet. This book with
its singular wisdom could change the face of corporate
governance—with huge dividends to shareholders and society."
—Ralph Whitworth, principal, Relational Investors LLC
"Ram Charan always seems to get it right. Owning Up not only asks
the right questions, it gives answers that can make a real
difference for improving board performance."
—James M. Kilts, former chairman and CEO, The Gillette Company
"As always, well-reasoned, insightful, and thought-provoking. A work
that every director will find of value, particularly given the
intense pressure of these unprecedented economic times."
—Professor Charles M. Elson, director of the John L. Weinberg Center
for Corporate Governance at the University of Delaware
"Here is the book that every corporate director needs today. With
his decades of insider experience, Ram Charan brings more wisdom and
insight to this subject than anyone else I know."
—Geoff Colvin, Fortune editor and author, Talent Is Overrated: What
Really Separates World-Class Performers from Everybody Else
"What [Ram Charan] has found, and
catalogues so well in this book, is a number of cutting edge
practices that are exactly right for the times."
—From the Foreword by Jack Krol, former Chairman and CEO, DuPont
Table of Contents
Foreword by Jack Krol
What Boards Need Now
CHAPTER 1
Question 1. Is Our Board Composition Right for the Challenge?
CHAPTER 2
Question 2. Are We Addressing the Risks That Could Send Our Company
over the Cliff?
CHAPTER 3
Question 3. Are We Prepared to Do Our Job Well When a Crisis Erupts?
CHAPTER 4
Question 4. Are We Well Prepared to Name Our Next CEO?
CHAPTER 5
Question 5. Does Our Board Really Own the Company's Strategy?
CHAPTER 6
Question 6. How Can We Get the Information We Need to Govern Well?
CHAPTER 7
Question 7. How Can Our Board Get CEO Compensation Right?
CHAPTER 8
Question 8. Why Do We Need a Lead Director Anyway?
CHAPTER 9
Question 9. Is Our Governance Committee Best of Breed?
CHAPTER 10
Question 10. How Do We Get the Most Value out of Our Limited
Time?
CHAPTER 11
Question 11. How Can
Executives Sessions Help the Board Own Up?
CHAPTER 12
Question 12. How Can Our Board Self-Evaluation Improve Our
Functioning and Our Output?
CHAPTER 13
Question 13. How Do We stop from Micromanaging?
CHAPTER 14
Question 14. How Prepared Are We to Work with Activist Shareholders
and Their Proxies?
About the Author
Acknowledgments
Index
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Thank you.
Published by Jossey-Bass
April 13, 2009
hardcover / 224 pages
ISBN: 0470397675 |
