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Short description This book provides guidance on the job of the chairman of the board, what it entails and how it should be fulfilled. It contains practical advice on matters such as how to work with the CEO, ethical considerations, corporate social responsibility, and performance evaluation of boards and board members.
From the contents Introduction. A Question of Style.
Origin of the Role of Chairman.
The Art of Chairmanship.
Leadership and Style.
Chapter 1. Primus Inter Pares.
First Among Equals.
The Chairman's Role.
What the Position Entails.
Chapter 2. Building the Board.
The Selection Process.
Achieving a Balance.
Credentials and Qualifications.
Remuneration of Independent Directors.
Orientation and Training.
If Things Go Wrong.
Chapter 3. Separation of Roles or Concentration of Power?
One Job--or Two?
Interrelationship of the Roles.
Balancing the Roles.
The Chairman's Job Is Different.
It Is Lonely Being a Chief Executive.
Chapter 4. Establishing the Agenda.
The Board in Action.
The Principle of Collective Responsibility.
Direction and Management.
How the Board Works.
Choosing the Issues.
The Real Agenda in Decision Making.
Boards That Do Not Direct.
Chapter 5. Setting the Direction.
Board Involvement in the Process.
Developing Strategic Thinking.
Goals and Objectives.
The Role of Management.
Chapter 6. The Minefield of Legal Liability Exposure.
Interpreting the Situation.
The Statutory Position.
When to Seek Advice.
A Sense of True Perspective.
Diligence and the Strategy Process.
Some Specific Areas of Vulnerability.
How Much Diligence?
Assumption of Risk.
Chapter 7. Delegation--The Use of Board Committees.
The Board Remains Accountable.
Spreading the Load.
Key Board Committees.
Maintaining Effective Reporting Links.
Chapter 8. Board Evaluation--Assessing the Passing Grade.
The Concept of Board Performance.
Assessing How the Board Is Doing.
Individual Director Performance.
The Chairman Cannot Be Left Out.
Designing an Appropriate Performance Evaluation System.
Using or Abusing the Process?
Chapter 9. The Supercharged Board.
Bringing Directors Up to Speed.
Preventing and Detecting Problems.
Assumption of Risk.
How Are We Doing as a Board?
The Board's Role in Innovation.
Chapter 10. A Question of Ethics.
Creating an Ethical Framework.
Good Corporate Citizenship.
Ethics and the Law.
Ethics and Competition.
Sponsorships and Charities.
Code of Conduct.
Chapter 11. Public Affairs.
Establishing a Policy.
Business and Government.
Shareholders, Stakeholders, and Social Responsibility.