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Written primarily for corporate directors and officers, this book deals with a relatively new phenomenon in corporate governance: the advisory board. Mueller provides an informed, thorough discussion of advisory boards and their functions, explains the fundamental differences between advisory boards and statutory boards of directors, and offers guidelines for making the most effective use of these adjunct advisory bodies in managing corporations. Mueller begins by introducing the new advice age and reviews the essential characteristics of contract advice. A second chapter explores the context in which business and other institutions must now function and the pressures which have sparked interest in the use of advisory boards. Mueller then compares advisory boards to traditional statutory boards, consultants, and mentors and surveys how advisory boards of different kinds work to carry out their special roles or functions. He provides practical guidelines for the contracting advisee organization, including information on insurance, indemnification, and contractual matters. Finally, six chapters offer clinical experience from the advisor perspective. An appendix offers advice for those seeking an invitation to serve on an advisory board.
A compendium of forty five articles on the restructuring process intended as a guide for corporate directors and officers.
In 1926, the new NBC networks established an advisory board of prominent citizens to help it make program decisions as well as to deflect concerns over NBC’s dominance over radio. The council, which advised NBC on program development—especially cultural broadcasts and those aimed at rural audiences—influenced not only NBC’s policies but also decisions other radio organizations made, decisions that resonate in today’s electronic media The council’s rulings had wide-ranging impact on society and the radio industry, addressing such issues as radio’s operation in the public interest; access of religious groups to the airwaves; personal attacks on individuals, especially the clergy; and coverage of controversial issues of public importance. Principles adopted in these decrees kept undesirable shows off the air, and other networks, stations, and professional broadcast groups used the council’s decisions in establishing their own organizational guidelines. Benjamin documents how these decrees had influence well after the council’s demise. Beginning in the early 1930s, the council denied use of NBC to birth control advocates. This refusal revealed a pointed clash between traditional and modernistic elements in American society and laid down principles for broadcasting controversial issues. This policy resonated throughout the next five decades with the implementation of the Fairness Doctrine. The NBC Advisory Council and Radio Programming, 1926–1945 offers the first in-depth examination of the council, which reflected and shaped American society during the interwar period. Author Louise M. Benjamin tracks the council from its inception until it was quietly disbanded in 1945, insightfully critiquing the council’s influence on broadcast policies, analyzing early attempts at using the medium of radio to achieve political goals, and illustrating the council’s role in the development of program genres, including news, sitcoms, crime drama, soap operas, quiz shows, and variety programs.
Is your firm’s board creating value—or destroying it? Change is coming. Leadership at the top is being redefined as boards take a more active role in decisions that once belonged solely to the CEO. But for all the advantages of increased board engagement, it can create debilitating questions of authority and dangerous meddling in day-to-day operations. Directors need a new road map—for when to lead, when to partner, and when to stay out of the way. Boardroom veterans Ram Charan, Dennis Carey, and Michael Useem advocate this new governance model—a sharp departure from what has been demanded by governance activists, raters, and regulators—and reveal the emerging practices that are defining shared leadership of directors and executives. Based on personal interviews and the authors’ broad and deep experience working with executives and directors from dozens of the world’s largest firms, including Apple, Boeing, Ford, Infosys, and Lenovo, Boards That Lead tells the inside story behind the successes and pitfalls of this new leadership model and explains how to: • Define the central idea of the company • Ensure that the right CEO is in place and potential successors are identified • Recruit directors who add value • Root out board dysfunction • Select a board leader who deftly bridges the divide between management and the board • Set a high bar on ethics and risk With a total of eighteen checklists that will transform board directors from monitors to leaders, Charan, Carey, and Useem provide a smart and practical guide for businesspeople everywhere—whether they occupy the boardroom or the C-suite.
Angel Investing: Start to Finish is the most comprehensive practical and legal guide written to help investors and entrepreneurs avoid making expensive mistakes. Angel investing can be fun, financially rewarding, and socially impactful. But it can also be a costly endeavor in terms of money, time, and missed opportunities. Through the successes, failures, and collective experience of the authors you’ll learn how to navigate the angel investment process to maximize your chances of success and manage downside risks as an investor or entrepreneur. You’ll learn how: - Lead investors evaluate deals - Lawyers think through term sheets - To keep perspective through losses and triumphs This book will also be of use to founders raising an angel round, who will be wise to learn how decisions are made on the other side of the table. No matter where you’re starting from, this book will give you the context to become a savvier thinker, a better negotiator, and a positive member of the angel investing and startup communities.
The Office of the Comptroller of the Currency (OCC) charters, regulates, and supervises all national banks and federal savings associations (collectively, banks), as well as federal branches and agencies of foreign banks. In regulating banks, the OCC has the power to:* examine the banks.* approve or deny applications for new charters, branches, capital, or otherchanges in corporate or banking structure.* take supervisory actions against banks that do not comply with lawsand regulations or that otherwise engage in unsafe or unsound practices.The OCC also can remove officers and directors, negotiate agreementsto change banking practices, and issue cease-and-desist (C&D) orders aswell as civil money penalties (CMP).* issue rules and regulations, legal interpretations, and corporate decisionsgoverning investments, lending, and other activities.Boards of directors play critical roles in the successful operation of banks. The OCC recognizes the challenges facing bank directors. The Director's Book: Role of Directors for National Banks and Federal Savings Associations helps directors fulfill their responsibilities in a prudent manner. This book provides an overview of the OCC, outlines directors' responsibilities as well as management's role, explains basic concepts and standards for safe and sound operation of banks, and delineates laws and regulations that apply to banks. To better understand a particular bank activity and its associated risks, directors should refer to the Comptroller's Handbook booklets, including the "Corporate and Risk Governance" booklet. For information generally found in board reports, including "red flags"--ratios or trends that may signal existing or potential problems--directors should refer to Detecting Red Flags in Board Reports: A Guide for Directors..
Build a more effective board with insight from the forefront of corporate governance The Handbook of Board Governance provides comprehensive, expert-led coverage of all aspects of corporate governance for public, nonprofit, and private boards. Written by collaboration among subject matter experts, this book combines academic rigor and practitioner experience to provide thorough guidance and deep insight. From diversity, effectiveness, and responsibilities, to compensation, succession planning, and financial literacy, the topics are at once broad-ranging and highly relevant to current and aspiring directors. The coverage applies to governance at public companies, private and small or medium companies, state-owned enterprises, family owned organizations, and more, to ensure complete and clear guidance on a diverse range of issues. An all-star contributor list including Ram Charan, Bob Monks, Nell Minow, and Mark Nadler, among others, gives you the insight of thought leaders in the areas relevant to your organization. A well-functioning board is essential to an organization’s achievement. Whether the goal is furthering a mission or dominating a market, the board’s composition, strategy, and practices are a determining factor in the organization’s ultimate success. This guide provides the information essential to building a board that works. Delve into the board’s strategic role in value creation Gain useful insight into compensation, risk, accountability, legal obligations Understand the many competencies required of an effective director Get up to speed on blind spots, trendspotting, and social media in the board room The board is responsible for a vast and varied collection of duties, but the singular mission is to push the organization forward. Poor organization, one-sided composition, inefficient practices, and ineffective oversight detract from that mission, but all can be avoided. The Handbook of Board Governance provides practical guidance and expert insight relevant to board members across the spectrum.
The author shows that advisory boards in technology-based startups have seven different roles and functions: control, advice, networking, signalling, capital provision, co-management, coordination. It is shown that venture capital investors try to influence the importance of these roles in favour of control, coordination and co-management. Contrary to this, the satisfaction of founders as well as advisory board members increases with a higher importance of advice, networking and signalling. This analysis provides both qualitative and quantitative empirical data on the usage of those boards in practice.
How to keep any nonprofit out of trouble, running smoothly, and accomplishing its mission "Jack Siegel--lawyer, accountant, management consultant, and computer whiz--takes the putative director or officer of a nonprofit organization on a useful and often entertaining voyage throughout the realm of the tax-exempt organizations universe, pointing out its quirks, foibles, and legal liabilities along the way. His handbook will make mandatory--and arresting--reading for those who are already serving as trustees, directors, officers, and key employees of exempt organizations, particularly charitable ones. Siegel's goal, in which he succeeds, is to help directors and officers of nonprofit organizations 'make better decisions.' The book is full of large policy analyses and paragraphs on the details, such as board size, board committees, board meeting formats, the contents of minutes, and the duties of officers. Salted with some excellent real-life examples, what also sets this book apart from most in its genre is the tone: the writing style, the brusqueness, the bluntness. He complains that too many directors 'check their good judgment at the boardroom door.' He advises individuals who 'desire agreement and demand adulation' to stay off boards; he insists on 'commitment' and 'institutional tension' with the executive director. He warns prospective directors that some organizations want, in addition to time and judgment, 'either your money or your ability to raise money.' To my delight, he extols the virtues of 'some level of expenditures' for qualified lawyers and accountants. Please join me in adding this most helpful handbook to your nonprofit library." --Bruce R. Hopkins, Attorney at Law, author of The Law of Tax-Exempt Organizations, Eighth Edition and Starting and Managing a Nonprofit Organization: A Legal Guide, Fourth Edition
Thoroughly revised, updated, and expanded, The SAGE Encyclopedia of Business Ethics and Society, Second Edition explores current topics, such as mass social media, cookies, and cyber-attacks, as well as traditional issues including accounting, discrimination, environmental concerns, and management. The new edition also includes an in-depth examination of current and recent ethical affairs, such as the dangerous work environments of off-shore factories for Western retailers, the negligence resulting in the 2010 BP oil spill, the gender wage gap, the minimum wage debate and increasing income disparity, and the unparalleled level of debt in the U.S. and other countries with the challenges it presents to many societies and the considerable impact on the ethics of intergenerational wealth transfers. Key Features Include: Seven volumes, available in both electronic and print formats, contain more than 1,200 signed entries by significant figures in the field Cross-references and suggestions for further readings to guide students to in-depth resources Thematic Reader′s Guide groups related entries by general topics Index allows for thorough browse-and-search capabilities in the electronic edition