We hear a great deal about corporate culture and its relevance to such matters as internal control, risk management, whether to pursue a merger or acquisition, and the effect on regulators’ investigations and enforcement actions. It seems we can’t get away from hearing about it, and we begin to wonder whether this thing called culture is real; and, if it is, what its effect is and whether it can be influenced in a meaningful way.
Richard M. Steinberg
Posted inBoards & Shareholders
Report Card on This Year, and Governance Predictions for 2016
As one year closes and another begins, so does the cycle of talk on what corporate governance issues will challenge Corporate America in 2016. Inside, columnist Richard Steinberg reviews what he thought the big issues of 2015 would be (cyber-risk, shareholder proxy access, CEO succession, etc.), and how those subjects—and more—are likely to unfold in the coming year. Sip your holiday champagne and read up.
Posted inFrom the Archive
What Went So Wrong at VW
The full consequences of Volkswagen’s “emissions evasion” scandal are just starting to be understood. The governance failures that led to the misconduct, however, are not new. Pressure from the chief executive, ineffective directors, a workforce that does not take compliance seriously; we have heard all that before. This week, columnist Rick Steinberg reviews the VW scandal so far, and what lessons others can take from it.
Posted inFrom the Archive
So You Want To Be a Board Member
Being a director of a major company is a pretty good gig. It brings prestige, challenge, and financial reward—but also stress, time commitment, and even legal liability. This month, columnist Rick Steinberg talks about how executives (including compliance officers, with a skill set rapidly growing more important) can get invited to serve on boards, and what you want to consider before deciding it’s a good idea.
Posted inFrom the Archive
Culture Ate Strategy at Toshiba
Management guru Peter Drucker famously said culture eats strategy for breakfast. This time around, we examine Toshiba’s $1.2 billion financial fraud to see how true that saying is. Inside, columnist Richard Steinberg looks at the cultural patterns of Japan generally and Toshiba specifically that led to this meltdown, which reinforce the wisdom of Drucker’s warning all the more.
Posted inFrom the Archive
More ‘C’mon, Man’ Moments
It’s that time again: time for another roundup of flawed characters, flawed controls, and poor outcomes. Columnist Rick Steinberg offers his latest look at sloppy thinking and risk management that led to some truly dumb ideas, from allowing guns on airplanes to losing your career over a skipped subway fare (and more). The common denominator in all of them? A lapse of risk assessment.
Posted inFrom the Archive
Breaking Risk Management Down to Manageable Size
Effective risk management may seem daunting, and many companies say they fell victim to misconduct because nobody ever considered whatever risk event came to pass. The reality, Compliance Week columnist Rick Steinberg writes, is that many risks have happened before, and companies can anticipate them. Inside, he reviews the building blocks of risk management and where companies typically go wrong in applying them.
Posted inInternal Controls
Is CEO Pay Over the Top?
Proxy season is now over, littered with the usual adjectives about CEO pay: “supersized,” “outsized,” “piggish,” “outrageous,” and “embarrassing.” This week, columnist Rick Steinberg sounds a cautionary note amid the complaints—that CEOs are still critical to an organization, and hiring the right one encompasses a blizzard of detail. The board is best suited for that task, he says, and often the best person is not cheap.
Posted inBoards & Shareholders
What Really Serves Shareholders’ Best Interests
Proxy season is upon us, which means the annual call in many boardrooms to shake up the board of directors. Replacing directors does occasionally make sense, Compliance Week columnist Rick Steinberg says—but that’s not the same as surrendering to every activist’s demand for new people in the boardroom. Inside, Steinberg examines who really does represent shareholders’ interests and why thoughtful consideration of board candidates is important.
Posted inBoards & Shareholders
Better Ways for Boards to Care About Reputation Risk
Reputation risk is never far from a board’s mind, and rightly so. That doesn’t necessarily mean boards should make management of reputation risk their first priority—despite many examples of reputation failures leading to catastrophe. Rather, Compliance Week columnist Rick Steinberg writes, boards need to obsess over culture and operational details that lead to a well-run business. More of his thoughts on how to do that are inside.