College of Business Administration

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Seminar in Corporate Governance

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Discussion Questions for March 29, 2000


1) In Interested in a Board Seat, Are You?, Neubauer outlines several important reflective questions prospective board members ought to ask themselves when considering accepting a board position. Suppose you have been invited to join the board of Exten Industries. Based upon Neubauer's criteria, would you be suited to serve on this board? If not, what might you do to 'bolster' your qualifications?

2) In Corporate Governance in the new millennium..., Koppes suggests that "[m]ost of all, corporations will need to keep fully abreast of the philosophies and strategies of their shareholders." How might Directors go about collecting such information? In companies characterized by a rapid turnover in the shareholder base, how can the currency of such information be insured? How should information on shareholder philosophies and strategies be translated into Board action?

3) Having visited the Compaq web site, what practical take-away governance principles would you recommend to Directors seeking your advice on corporate governance issues?

4) During this class session, we will be designing an assessment instrument for use by corporate boards. In preparation, reflect on the following questions:

- What is the purpose of board evaluation?
- Who should be being assessed?
- Who should be doing the assessment?
- When should board evaluation be done?
- What function should information obtained in the board evaluation process play in the board nomination process?
- What specific attitudes and/or behavior should be factored into the board assessment process?
- How should these attitudes and/or behaviors be measured?
- Should there be separate evaluation criteria for board officers?

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