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Corporate Governance: A Board Director's Pocket Guide: Leadership, Diligence, and Wisdom, by Eric Yocam
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Over the last few years, corporate leadership and governance have received greater attention in the media. Given the significant failures in the boardroom from companies such as Enron, WorldCom, and Tyco, the board of director position has become a pivotal role. Navigating this potential minefield is difficult but not impossible thanks to Corporate Governance, an essential guide for any board director.This edition of the pocket guide not only provides simple access to vital information on corporate governance but also offers a source of the best critical practices for the director.Eric Yocam and Annie Choi present the corporate governance principles in a brief yet complete and accessible manner. Organized in a convenient and easy-to-use format, this guide covers numerous topics in corporate governance, including:Board characteristicsDirector effectivenessComplianceRisk managementCapability maturity modelsTotal Cost of Ownership (TCO) techniqueCorporate Governance promotes corporate governance awareness to a broad audience beyond the active corporate director for profit and nonprofit companies. Investors, instructors, students, governance practitioners, lawyers, international readers, as well as anyone interested in corporate governance can achieve greater understanding of a topic essential to today's business success.
- Sales Rank: #4124943 in Books
- Published on: 2008-02-13
- Original language: English
- Number of items: 1
- Dimensions: 9.00" h x .30" w x 6.00" l, .41 pounds
- Binding: Paperback
- 117 pages
About the Author
Eric Yocam has accumulated more than fifteen years? experience in industry. As a researcher, his areas of interests are corporate governance and leadership. He holds a master of science degree in computer science from California State University-Chico, a master of science degree in finance from Seattle University, a master of business administration degree from the University of San Diego, and a bachelor of science degree in computer engineering from the University of the Pacific.Annie Choi is an attorney in Washington. As a legal researcher, her areas of interest are corporate governance and international business. She holds a juris doctorate degree from the Thomas Jefferson School of Law, a master of international business degree from the University of San Diego, and a bachelor of business administration from the University of San Diego.
Most helpful customer reviews
0 of 0 people found the following review helpful.
Buzzword Governance
By JamesMcRitchie
After reading The Role of Independent Directors after Sarbanes-Oxley by Dravis and discovering an excellent brief guide for directors, I was reluctant to even pick up Corporate Governance: A Board Director's Pocket Guide: Leadership, Diligence, and Wisdom by Eric Yocam and Annie Choi. What more could it offer? Surprisingly, I decided it can be a useful supplement, as the preface notes, for "a quick review." However, it definitely is NOT, as advertised on the back cover, "brief yet complete." (my emphasis)
If you are looking for guidance on your responsibilities as a director under Sarbanes-Oxley (SOX), you'll find them outlined in the Pocket Guide simply with the titles of 11 sections. You get only a hint of what you need to know. Even if you bother to search out the two articles footnoted, there will still be many gaps in your knowledge. While "Sarbanes-Oxley and Cost Engineering" might be a great guide for how SOX impacts "the world of engineering, architecture, and construction," there are better references for directors.
The one page chapter, "Global Governance Comparison," is no better. We are told that "corporate governance various (varies?) from country to country." "Japan, China and South Korea have dramatically different corporate models than those of the United States, Britain and Australia but readers are not given the faintest clue as to how those models differ. We learn that in Germany "a Vorstand is the management board of a corporation where the Aufsichtsrat or Supervisory Board controls the Vorstand." The reader is left clueless as to the composition and roles of these boards, other than that one "controls" the other.
Regarding board independence, the authors cite studies that found "having separate committees to nominate, compensate, audit, and govern are more effective ways to monitor governance rather than having the board itself regulate these items." Good advice, as far as it goes. However, the three page chapter, "Committees," simply lists 17 types of committees. It provides no clue as to which are required and what their composition should be. For example, under SOX, only independent directors can serve on audit committees and at least one must be a "financial expert." The NYSE requires a compensation committee for its listed companies; the NASDAQ doesn't. However, the NASDAQ requires that only independent directors may participate in the decisions. Such basic governance requirements are missing from the Pocket Guide but are readily accessed in the Dravis book.
At the outset of this review I said the Pocket Guide could be a "useful supplement." The book's "strength" lies in providing a laundry list of buzz words. The buzz words are as likely to be derived from management as from governance discussions. For example, in the chapter on "Best Governance Practice" we are given a few bullet points each on SMART Objectives Technique, KISS Technique, and SWOT technique. (Why is the third heading not fully capitalized?) The chapter on "Commitment to Quality" touches on the following: Business Process Improvement Technique, Six Sigma Technique, Total Quality Management Technique, Five Whys Technique, Cause and Effect Technique, and Taguchi Technique. Other chapters give us a few words on the Learning Organization, Capability Maturity Model Integration, Software Engineering Institute (how Carnegie Mellon institute fits into the typology isn't explained), Total Quality Management (repeating one sentence of the two sentence explanation from the previous chapter, in case you missed it), Pareto Principle, and Total Cost of Ownership Technique.
If you might be embarrassed as a director by never having heard of the Taguchi Technique or one of the others, the Corporate Governance: A Board Director's Pocket Guide: Leadership, Diligence, and Wisdom will typically provide very brief explanations that might actually be helpful. You can read this one while waiting to board at the airport. It could be 15 minutes well spent. If you only have three minutes, read the appendix and glossary in the back. Following the Pareto Principle, you'll get 80% of the book's value in 20% of the time.
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