eBriefing

AT&T Admits Cohen Mistake: Where was the board?

By Eve Tahmincioglu
 
“There is no other way to say it – AT&T hiring Michael Cohen as a political consultant was a big mistake,” wrote AT&T’s chairman and CEO Randall Stephenson in a memo to employees.
 
But the decision to pay the lawyer of the President of the United States to get advice on a proposed merger should have risen to the boardroom level.
 
Whether company management did or not is unclear, but it is clear the move has created major problems for the telecommunications company.

“As to AT&T’s payment to Trump’s attorney, management would have been better to thoroughly investigate this ‘advisory service’ and discuss their findings with their board before entering into any contract,” says William Klepper, a management professor at Columbia Business School and author of  The CEO’s Boss: Tough Love in the Boardroom and Governance and Managing Change in the 21st Century.

Time for GE to Split Up the CEO-Chairman Job?

The structure may be derailing true independent oversight & a turnaround.

By Allan Grafman and Nell Minow

At April’s annual meeting, General Electric’s leadership got an earful from retirees, employees and shareholders about the company’s financial woes, with one investor calling the once preeminent Blue Chip company an “embarrassment.”

GE’s unlikely mix of assets and operations was assembled and managed for decades under a board structure led by two successive chairmen/CEOs. But that structure, although successful once upon a time, has now led to massive wealth destruction in a matter of months.

With such a significant change in performance, has the time come to split up the two jobs – a strategy seen as the kind of independent oversight necessary to signal to employees, investors, customers and suppliers that every possible option is being evaluated?

Lawsuits & Board Liability

Company policies to cover related costs can curb the hit to directors’ wallets.

By Doug Raymond

Directors — and particularly directors of public companies — are frequently sued. When misfortune strikes, the directors typically are the first targets of the ensuing investigations and lawsuits. In the past year, lawsuits against directors and officers have been based on a number of claims, including such familiar topics as conflicts of interest and self-dealing, as well as more topical issues like failure to prevent data breaches or tolerance of illegal discrimination or sexual harassment.

The board of directors is responsible for the oversight of the management of the corporation, so the proverbial buck stops with them.

Lawsuits & Board Liability

Company policies to cover related costs can curb the hit to directors’ wallets.

By Doug Raymond

Directors — and particularly directors of public companies — are frequently sued. When misfortune strikes, the directors typically are the first targets of the ensuing investigations and lawsuits. In the past year, lawsuits against directors and officers have been based on a number of claims, including such familiar topics as conflicts of interest and self-dealing, as well as more topical issues like failure to prevent data breaches or tolerance of illegal discrimination or sexual harassment.

The board of directors is responsible for the oversight of the management of the corporation, so the proverbial buck stops with them.

May 16-18

Boards & Business Disruption

How private and family businesses build an engaged and effective board of directors to copilot through today’s turbulence, including blockchain, sexual harassment, cybersecurity, the ‘Amazon’ effect, and more.

Learn from directors, business owners, investors and experts who have been there and can guide you on the governance path to success.

Directors & Boards, Family Business Magazine and Private Company Director invite owners, shareholders and board members of privately held companies to the Private Company Governance Summit 2018, May 16-18, 2018, at the Westin City Center, Washington, D.C.

Reserve your seat at the governance conference for directors, owners, and advisors of family-owned, closely held and private-equity owned businesses of all sizes.

Click here for more information.

#MeToo Aftermath at Wynn Resorts

Can three women directors bring a “fresh” perspective?

D&B sits down with one of the newly minted female board members, Betsy Atkins.

By Eve Tahmincioglu

Wynn Resorts CEO and Chairman Steve Wynn stepped down in February following sexual misconduct allegations. While the casino mogul has denied the charges, the company he founded has been dealing with the aftermath.

One recent move the new CEO Matt Maddox describes as a “turning point” for the company was the appointment of three new board members, all women.

Last month, the company announced it’s expanding the board to 11 members and bringing on Betsy Atkins, Dee Dee Myers and Wendy Webb as independent directors.

In a statement, D. Boone Wayson, Wynn Resorts Chairman said: "We are confident that their extensive and wide-ranging expertise will provide fresh and valuable perspectives to support the company's leadership team and business strategy."