Boardroom Excellence A Common Sense Perspective on Corporate Governance [Hardcover]

In Boardroom Excellence, author Paul Brountas, a corporate attorney with more than forty years experience, discusses the qualities and components of effective boards in today’s post-Enron environment. Written in a concise format, the book is filled with informative practical advice for board members of private, public, and nonprofit organizations. Boardroom Excellence contains an informed discussion of fundamental corporate governance issues, including the duties and responsibilities of directors and the proper interaction of the board with the CEO and management. Brountas reveals how board members can be most effective when they are independent, possess integrity, are well-informed and involved, and are proactive. Boardroom Excellence offers timely information about 

•  Establishing the values and qualities that board members should possess
• Developing an environment in the boardroom where skepticism and serious discussion are encouraged
• Understanding what the CEO expects of the board and what the board expects of the CEO
• Creating effective independent audit, compensation, nominating, and governance committees
• Formulating guidelines for periodic evaluation of the performance of the board and individual board members

Foreword by Senator Paul S. Sarbanes xi

Note on This Book by Jeffrey Rudman xv

Introduction 1

Chapter 1 How Did It Happen—Or Was It Always This Bad? 6
My bleak historical portrayal of corporate America is not intended as a blanket condemnation of all publicly traded U.S. corporations.

Chapter 2 Duty of Care and Duty of Loyalty 25
It is the right, and obligl!