NACD - National Association of Corporate Directors
Directorship Magazine April/May 2010 Issue

Table of Contents

April/May 2010

COVER STORY

An Orientation for New Directors

FEATURES

Repartee

Repartee: The Director's Counsel and the D&O Insurer

To protect your personal assets, get to know the ins and outs of your insurance policy.
by NACD Editors

The Boardroom Guide for New Directors

A Message to New Directors

The problem occurs when long-term investment decisions are sacrificed in favor of short-term gains.
by Duncan Niederauer

The Boardroom Guide for New Directors

A Renaissance in Succession Planning and Board Recruiting

A leading recruiter provides a primer on how to succeed at boardroom succession.
by NACD Editors

The Boardroom Guide for New Directors

Congratulations, You’re the Audit Committee Chair. Now What?

Seven keys to success for a new audit committee chair.
by Catherine L. Bromilow

The Boardroom Guide for New Directors

Performance and Pay Alignment: A Top Priority for Compensation Committees

The ABCs of onboarding and educating directors new to the compensation committee.
by Robin A. Ferracone and Todd M. Gershkowitz

The 2010 Audit Committee Agenda

Uncertainty Rules

Directors at the sixth annual Audit Committee Issues Conference share their experience in the wake of the economic crisis.
by NACD Editors

The 2010 Audit Committee Agenda

Arthur Levitt: The Real Governance Problem

The former SEC chairman calls the fundamental architecture of our regulatory system "deeply compromised." Now, Arthur Levitt says there is work to do.
by NACD Editors

The 2010 Audit Committee Agenda

Donna Shalala: The Case for Change

Prescient remarks about healthcare on the run-up to recent historic reforms.
by NACD Editors

The 2010 Audit Committee Agenda

Harvey Pitt: Ten (or so) Golden Rules

An oncoming tidal wave of regulatory change will require directors to disagree with Mae West, Adlai Stevenson, Sarah Pitt
by NACD Editors

NACD Special Report

Board Pay Remains Flat

Pay levels for directors are mostly flat except at the largest 200 companies. The annual survey conducted by the NACD in collaboration with Pearl Meyer & Partners also found that retainers and meeting fees are holding steady and companies of all sizes recommend that half of a company’s director compensation be paid in equity to align directors with shareholders.
by NACD Editors

Point/Counterpoint

Shareholders as Owners: Legal Reality Or Urban Legend?

Shareholder primacy thinking is mistaken, says this legal scholar.
by Lynn A. Stout

POINT/COUNTERPOINT

Five Reasons to Support Shareholder Primacy

Failure to put shareholders’ interests first would drive away investors and capital, argues this director and academic.
by Charles Elson

DEPARTMENTS

President's Letter

Proxy Season Tips

Hundreds of companies—including Aetna, Home Depot, UnitedHealth, Dow Chemical, Whirlpool and Becton Dickinson—are participating in the campaign and urging other companies to do the same.
by Kenneth Daly

Editor’s Note

Get Smart

For those of you who choose to answer to the higher calling of boardroom service, we have some forward-looking guidance.
by Judy Warner

Washington Update
Readings

Cautionary Tales

New works provide insight into the successes and failures of headliners.
by Gretchen Michals Salois

DIRECTOR ADVISORY

Liability

Security Issues Beyond IT and Into the Boardroom

Boards need to analyze the potential impact a breach could have on the organization.
by Mark Camillo

Recruitment

Attracting Talent Amid Cost Constraints

The ground rules may have changed, but the competition for CEO candidates has not. Here’s how to get what you want.
by Nels Olson

AUDIT COMMITTEE ROUNDUP

Growth, Risk, Financial Communications, Performance

Companies face an array of risks and uncertainties in 2010.
by Mary Pat McCarthy