The analysis of previous studies concerning corporate governance shows that some variables related to board behavior have not been properly taken into ac- count. The paper analyses board of directors in its decision-making process highlighting the importance that a clear identification of conflict could have on board effectiveness. It emerges that conflict could be distinguished in many ty- pologies affecting board dynamics and decision-making process. The aim of the paper is to identify the mainstream and the other borderline approaches in the existent literature in order to: (i) mark some confusions in the definition or use of the concept of conflict; (ii) point-out its potential in the study of board effectiveness in a behavioural per-spective; (iii) underline the need for opera- tionalizing the concept for a better understanding of its impact on board effec- tiveness and for a robust future empirical research.
William Downe joined the ManpowerGroup board of directors in April 2011. He is President and CEO of BMO Financial Group, a bank founded in 1817 that today serves 11 million personal, commercial, corporate and institutional customers in North America and internationally. Downe held the role of Chief Operating Officer prior to being appointed CEO in 2007 and has held a variety of senior management positions in the U.S. since joining the company in 1983. He is a member of the International Business Leaders Advisory Council of the Mayor of Beijing, and the International Advisory Council of Guanghua School of Management at Peking University. Downe is on the Board of Trustees of the Rush University Medical Center and a member of the Board's Compensation and Human Resources Committee. Downe is a director of Catalyst, Inc. and a member of Catalyst's Canadian Board of Advisors. Downe is also a member of the Economic Club of Chicago and Past President of the Federal Reserve Board's Federal Advisory Council.
The audit includes procedures to ob- tain audit evidence concerning the fig- ures included in the financial state- ments and the Report of the Board of Directors and other facts presented therein. The procedures selected depend on the audi- tor’s judgement, including the assessment of the risks of a material misstatement, whether due to fraud or error. When assessing these risks, the auditor takes into account the inter- nal control that is relevant in the company for the drawing up of financial statements and a Report of the Board of Directors that provide accurate and sufficient information. The audi- tor assesses the internal control to be able to plan auditing procedures that are appropriate with regard to the circumstances but not for the purpose of expressing an opinion on the efficiency of the company’s internal control. The audit also includes an assessment of the appropriateness of the accounting principles applied, the reasonableness of the account- ing assessments made by the management and the general presentation of the finan- cial statements and the Report of the Board of Directors.
Presently, the Company has 10 directors that consist of 4 executive directors, representing 40.0 per cent of all directors; 2 non-executive directors, representing 20.0 per cent of all directors; and 4 independent directors, representing 40.0 per cent of all directors. In such a way, it complies with the minimum requirement of the regulations of the Securities and Exchange Commission, Thailand (SEC) and the Stock Exchange of Thailand (SET). In addition, the Board has appointed sub-committees; 1) The audit committee comprised of 3 independent directors, has the duration for position for each 2 years (names as mentioned under çManagement Structureé) and 2) The Management Committee comprised of 6 executive directors (names as mentioned under çManagement Structureé), in order to handle specific tasks and propose to the Board of Directors for consideration and acknowledgement. Each sub-committee has its rights and duties prescribed in the scope and responsibilities of each. The Company has segregation of roles, duties and responsibilities between the Board and top executives clearly. The Board has their duties for setting the Companyûs policies and monitoring implementation by top executives in policy level, while top executives have their duties regarding the management in compliance with the Companyûs policies. Therefore, the Chairman of the Board is not the same person as the Chief Executive Officer, and has the scope of duties clearly to prevent one of directors to have unlimited power. Both positions must be selected by the Board of Directors for the most appropriate persons.
We have audited the annual financial statements of Gjensidige NOR Forsikring as of 31 December 2002, showing a loss of NOK 264.5 mil- lion for the parent company and a loss NOK 264.5 million for the group. We have also audited the information in the directors' report concerning the financial statements, the going concern assumption, and the proposal for the coverage of the loss. The financial statements comprise the balance sheet, the statements of income and cash flows, the accompanying notes and the group accounts. These financial statements are the responsibility of the Board of Directors and the President & CEO. Our responsibility is to express an opinion on these financial statements and on other information according to the requirements of the Norwegian Act on Auditing and Auditors.
This framework allows us to derive the optimal compensation contract of the CEO which consists of a …xed and a variable part. More precisely, our results are the following. First, we consider as a benchmark the case of no board of directors (or equivalently the case of no CEO’s monitoring by the directors). In this setting, we show that the variable part of the CEO’s wage is higher for a high ability CEO than for a low ability CEO. Then, we allow shareholders to recruit a Board of Directors in order to monitor the CEO, assuming that collusion cannot emerge. An intesting result is that the Board behaves as a perfectly honest Board. The contract takes the same form as the one with no board i.e. no informational rent for a low ability CEO and a positive informational rent for a high ability CEO. Those informational rents correspond to the surplus a CEO can extract from the shareholders thanks to her informational advantage. However, informational rents are lower in this case than when there is no monitoring from the Board. This implies that it it less costly for shareholders to obtain information from the CEO when the Board monitors him. This enables us to characterize a threshold wage such that if the Board’s wage is lower than this threshold, recruiting a Board of Directors in order to monitor the CEO is always bene…cial for the shareholders.
António Manuel Queirós Vasconcelos da Mota has a degree in Civil Engineering (Inland Communications) completed at Faculty of Civil Engineering, University of Porto. Currently performs duties as Chairman of the Board of Directors of Mota-Engil, SGPS, SA, a position he holds since 2000. He has already served as Chairman of the Board in other companies, in particular, Mota- Engil, Engenharia e Construção, SA (2003-2006), Mota-Engil Internacional, SA (2000-2003), Engil - Sociedade de Construção Civil, SA (2000-2003) and Mota & Companhia, SA (1995-2003), where he also held the position of Vice-Chairman (1987-1995). He started his professional life in 1977 as a trainee in Mota & Companhia, Lda, and between 1979 and 1981, he interacted in several Departments of the same company, where he worked as General Director of Production (1981-1987).
Koen Van Gerven, CEO declared : “I’m happy that the company will welcome three new experienced members in its Board of Directors adding diversity, international stature and complementary skills to the Board. This completes some changes that were brought to the Board of Directors after the IPO last year. I look forward to work with the Chairperson and the Board of Directors to further implement our strategic plan. bpost booked strong results in 2013 permitting to reward shareholders by paying a first dividend since listing. I’m sure this is a first step into strenghtening their lasting confidence in bpost.”
After some consideration, the Board of Directors decided not to establish a special Audit Committee, but rather to ad- dress these issues in the Board as a whole. In line with this, the Board of Directors regularly reviewed the financial position of the Company and the Group during the year. The forms for the purchasing and choice of auditing services for the coming four-year period were thus defined by the Board of Directors. Ongoing purchases, however, were delegated to the Chairman, who conducted purchasing together with the CFO with contin- uous reporting to the Board of Directors.
The Board of Directors is made up of 14 members, who in accordance with industry practice do not exercise an executive function within the Bank. Notwith standing this, some of them do exercise managerial duties within the Group, or did so in the past.
The Board shall establish the overall policies for the Corporation, monitor and evaluate the Corporation's strategic direction, and retain plenary power for those functions not specifically delegated by it to its Committees or to management. Accordingly, in addition to the duties of directors of a Canadian corporation as prescribed by applicable laws, the Board shall supervise the management of the business and affairs of the
Typical Committee Functions
1. Provide transparency of process and recommendations. 2. Study and evaluate existing programs of the LSC.
3. Create and develop new programs for the LSC or for recommendation to another committee, to the division head, Board of Directors.
He has been Antioquia Province’s Finance Secretary, Antioquia Acting Governor, Proexport Foreign Investment Director in Canada, and Board of Directors member at various State entities. Leader in significant credit business transactions, debt restructuring, mergers and acquisitions, assets sales and attraction of foreign investment to Colombia.
Recent evidence on non-financial firms confirms that corporate governance influences firms’ mix of cash and lines of credit and suggests that the choice of corporate liquidity is a channel through which governance works (see e.g. Yun, 2009). Dittmar and Mahrt-Smith (2007) also find that firms with good corporate governance guard their cash resources better, whereas poor governance results in a quick misspend of excess cash in ways that significantly reduce operating performance. While a number of studies have looked into the impact of corporate governance on bank performance (Choi and Hasan, 2005; Francis et al., 2009; Andres and Vallelado, 2008), we are not aware of studies that focus on the relationship between board structure and the liquidity position of banks. 1 This seems odd, as along with capitalization, bank liquidity is considered as the main indicator of bank balance sheet health. Besides the lack of evidence on the board structure-bank liquidity nexus, this study is further motivated by the principles of the Basel Committee (2008), which position the board of directors in the heart of banks’ liquidity risk management. For instance, the second principle mentions that the board of directors is ultimately responsible for the level of liquidity risk of the bank, as well as the way this risk is managed. Furthermore, according to the third principle, the board of directors should review and approve at least annually the strategy, policies and practices in relation to liquidity management.
Tara is currently one of the Best & Brightest Interns serving as Assistant City Managers in local governments around the state. In addition to her role in the City Manager’s office, Tara also serves the City of Trinidad as the Chairman of the Corazon de Trinidad Creative District, she heads up Trinidad’s Main Street Program and is in charge of the City’s Certified Local Government and Urban Renewal Authority activities. Tara is also the Director of the Colorado Welcome Center in Trinidad and works closely with the Colorado Tourism Office. She is facilitating over $2.5 million in grant funding and is the City’s liaison to many community groups throughout the Southern Colorado region. She recently served two years as the President of the Board of Directors of the Trinidad and Las Animas County Chamber of Commerce and spent the past three years on the Board of the Southern Colorado Repertory Theatre. Tara is one of the newest members of the Downtown Colorado Inc. Board and believes strongly in DCI’s role in supporting small rural communities such as Trinidad. Tara will finish her Master’s Degree from CU Denver this year in Public Policy and Local Government.
In 2011, under fluctuating market conditions, the Kuehne + Nagel Group continued to pursue its strategic growth pro- gramme and reached an important milestone. The company substantially improved its competitive position, and in the growth markets of Asia and South America future-oriented investments were made in expanding the service portfolio. The successful implementation of the business plans in road logistics and the niche segment of perishables should also be underlined. The Board of Directors and the Management Board assume that the return of these investments will positively impact the development of turnover and earnings in the years to come. Efficiency increases are also expected from the upgraded IT systems in sea and airfreight, which will be brought into service in a substantially improved version in the current business year.
Dan Young is president of Irvine Community Development Company LLC (ICDC), an affiliate of The Irvine Company responsible for all residential development on The Irvine Ranch®. Mr. Young came to the Irvine Company after a 20-year career as a real-estate developer and consultant to the industry. His community involvement includes 11 years on the Santa Ana City Council, including eight years as mayor. In his official capacity as mayor, Mr. Young also served on the board of directors of several regional agencies, including: the Metropolitan Water District and the Orange County Transportation Authority. Mr. Young received his bachelor’s degree from California State University, Fullerton, and his master’s degree in Public Administration from the University of Southern California.
guidance on decision making in complex, turbulent times. As a professor, Dr. Frame has been active globally, teaching management and technology classes at universities in Australia, Taiwan, China, Hong Kong and the U.K. Prior to entering academia, he was vice president of a computer modeling company, where he ran some 20 computer modeling and IT projects. Dr. Frame has been an active PMI volunteer since the 1990s, serving on PMI’s Board of Directors as an appointed director of certification and director of educational services, and working on a number of PMI Board task teams. He was awarded PMI’s Outstanding Person of the Year Award, Distinguished Service Award and PMI Fellow Award.
A land bank may be dissolved as a type C not-for-profit corporation sixty calendar days after an affirmative reso- lution approved by two-thirds of the membership of the board of directors. Sixty calendar days advance written notice of consideration of a resolution of dissolution shall be given to the foreclosing governmental unit or units that created the land bank, shall be published in a local newspaper of general circulation, and shall be sent certified mail to the trustee of any outstanding bonds of the land bank. Upon dissolution of the land bank all real property, personal property and other assets of the land bank shall become the assets of the foreclosing governmental unit or units that created the land bank. In the event that two or more foreclosing governmental units create a land bank in accordance with section sixteen hundred three of this article, the withdrawal of one or more foreclosing governmental units shall not result in the dissolution of the land bank unless the intergovernmental agreement so provides, and there is no foreclosing governmental unit that desires to continue the existence of the land bank.