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Governance Wisdom for Ages

35 for 35: Pearls of governance wisdom and years of service

Jim Kristie closed his final issue with 35 one-liners from his 35 years at Directors & Boards. We were pleased to be included in the "thought leadership" and articles during his time at Directors & Boards. Terrific insights!

We have a saying at Warburg Pincus: “We have never fired a bad CEO too soon. — John Vogelstein, vice chairman and president of E.M. Warburg, Pincus & Co. LLC, in “As I, an Owner-Director, See It” [Summer 1998]

If you look at any business that’s consistently successful, you’ll find that its leaders focus intensely and relentlessly on people selection. — Lawrence Bossidy, chairman of Honeywell International, in “The Job No Leader Should Delegate” [Spring 2002]

A CEO must work with directors as if they were an extension of the leadership team. They are. — Randy Thurman, director and former public company CEO, in “A Board Must Be Managed” [First Quarter 2014]

It’s very obvious at board meetings who has and hasn’t prepared. You must be prepared. Unprepared directors waste other people’s time. — Sam Zell, investor, in “Directors: Be ‘In the Room’ ” [Third Quarter 2014]

There has been a great attitudinal shift in boards away from what is right for the insiders to what is right for the shareholders. — John Brennan, chairman emeritus, Vanguard Group, in “Memo to the Board from Your Permanent Stockholders” [Annual Report cover story 2010]

“I’ve always loved the idea of a ‘kitchen cabinet’ and to me that is what a great board meeting should feel like.” — Dennis Cagan, director and investor, in “How To Have a Great Board Meeting” [Fourth Quarter 2013]

Your only real protection as an outside director is the ethics of the other members of the board and the management. — Felix Rohatyn, investment banker and corporate director, in “Taking the Measure of Today’s Boards” [Spring 2003]

Efforts to strengthen corporate governance must start by recognizing a fundamental, albeit circular, reality: Namely, a board will be as effective as top management, and specifically the CEO, wants it to be, and top management will be as effective as a board insists that it be. — Robert Malott, retired chairman and CEO, FMC Corp., in “Directors: Step Up to Your Responsibilities” [Summer 1992]

Positive group dynamics are essential to board effectiveness. — George Isaac, board member and board consultant, in “The ‘Toxic’ Director: It Takes Only One to Derail the Board” [Third Quarter 2013]

If you interviewed our directors it would shock you how much they know about our company. — Rick Goings, chairman and CEO of Tupperware Corp., in “We’ve Got an Incredible Board”[Second Quarter 2009]

The idea that directors can be on a board for a year or so before they make a contribution is nonsense. — Lewis Platt, chairman and CEO of Hewlett-Packard Co., in “Governance the H-P Way” [Summer 1997]

Attendance [at a board meeting] is at best a pale measure of a director’s value. — David Johnson, chairman and CEO of Campbell Soup Co., in “Globalizing Your Board” [Winter 1996]

A board these days is no place for sissies. — Robert Campbell, chairman and CEO of Sunoco Inc., in “Editor’s Note: The New Old Thing” [Winter 2000]

Successful management should end up wealthy; unsuccessful management should not end up wealthy. — Win Churchill, venture capitalist, in “The 10 Commandments of Ownership” [Spring 1994]

When it comes to controversy, the prize for generating a lively discussion goes to Irving Olds, the former chairman of U.S.Steel, who opened a speech by declaring, “Directors are like the parsley on fish — decorative but useless.” — Paul Stern, nonexecutive chairman, Northern Telecom Ltd., in “The Power and the Process” [Spring 1993]

There is no way I’m going to get people to join my board if I am unwilling to join other company boards. — Robert Knowling Jr., former CEO, Covad Communications Group Inc., in “Director Spotlight” [Fall 2000]

The investor community is always looking for proof that a CEO’s vision isn’t goofy. — John Kotter, professor or organizational behavior, Harvard Business School, in “Looking for Leaders” [Fall 1990]

Beware the simplicity of saying that two heads are better than one. — James D. Robinson III, board member, investor and advisor, in the roundtable article, “The Great Divide: Separating the Chairman and CEO Roles” [First Quarter 2010]

Directors can delegate authority and responsibility, but they cannot delegate accountability. — J. Keith Louden, governance guru, in “The Board World, According to Louden” [Fall 1997]

Nothing is worse than a ‘luncheon director’ whose principal contribution to the company is that he eats well. — Henry Sweetbaum, CEO of Wickes PLC, in “Best Practices, or Just Best People” [Summer 1995]

My experience in business is that good times get bad and bad times get good. — L. Dennis Kozlowski, CEO of Tyco International, interviewed by Hoffer Kaback for the cover story, “Complacency Is Not an Option” [Spring 2000]

The best boards seem to understand that when you realize you don’t know it all, you can be a really good board member. — Hap Klopp, serial entrepreneur and founder of athletic clothing and equipment maker The North Face, in “Silicon Valley Boards Think and Act Differently” [Fourth Quarter 2015]

Most of the problem you have as a CEO is availability of time. — C.J. “Pete” Silas, chairman and CEO, Phillips Petroleum Co., in “The Chairman and the Board” [Summer 1990]

A directorship is the best school that I know of to learn how to be a CEO. — W.H. Clark, retired chairman and CEO, Nalco Chemical Co., in “Real Pressure” [Winter 2001]

The businessperson who builds the strongest relationships wins. — Earl G. Graves, president and CEO, Earl G. Graves Ltd., in “Memoirs of a Serious Player” [Spring 1997]

If directors can ask important questions that the chief executive hasn’t already thought of, he ought to be replaced. — Robert Townsend, former CEO, Avis Rent-A-Car, and author of Up the Organization, in “Let Sleeping Directors Lie” [Winter 1998]

Every company must have a business plan that passes the laugh test. — Roderick Hills, chairman, Hills & Co., and former SEC commissioner, in “Boards Can Work!” [Spring 1994]

There is considerable satisfaction [for a board member] in helping a corporation to apply, in its particular circumstances, approaches or processes one has learned in another corporation. — Robert Sproull, president emeritus, University of Rochester, in “The Changes That I Have Seen” [Fall 1986]

The actual firing of a CEO can take as little as a few minutes, although attaining consensus can take years. — Richard Clarke, managing partner, The CEO Perspective Group, in “How to Avoid Firing Your CEO” [Fall 1999]

There should be no ganging up on directors who persist in probing an issue when everybody else wants to go to lunch. — Irving Shapiro, retired chairman and CEO, Du Pont Co., in “A Personal Performance Review of the Board” [Summer 1984]

The work of a board is highly cerebral; intellectual capacity is a must. — Colin Carter and Jay Lorsch, authors of Back to the Drawing Board: Designing Corporate Boards for a Complex World, in “A Visit to Board Central Casting” [Fall 2003]

“If my decisions are good, they’re good. If they’re bad, I convince the board I did the right thing.” — Jerry Neely, CEO of Smith International, in “Keeping the Entrepreneurial Spirit Alive” [Fall 1981]

A director’s reflexive response to any management proposal should be, “How do shareholder’s benefit?” — B. Charles Ames, vice chairman, Clayton, Dubilier & Rice, in “What Does It Take To Be a Good Director?” [Spring 2003]

Good governance is every corporation’s most powerful competitive lever. — Maurice Levy, chairman and CEO of Publicis Group, in “The Competitive Lever of Strong Boards and Good Governance” [Annual Report cover story 2013].

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