The New Corporate Governance:Key Themes for Public Companies Today

A presentation given by Mark A. Bertelsen to the membership of the Business and Organizational Ethics Partnership on September 12, 2003

What We Learned in 2002
Investor trust must be restored and investor confidence regained for true economic recovery.

• The problems revealed by corporate scandals were systemic, not the result of a few bad apples.
  
  
• Regulation matters.
  
  
• On Wall Street, conflicts of interest are not synergy.
  
  
• Boards of directors count — they are an important check on CEO behavior.
  
  
• CEO pay is too high.
  
  Source: Business Week, 12/30/2002

The Policy Issues Raised

• Policy Issue #1: Will the new rules improve disclosure and foster investor confidence?
  
  
• Policy Issue #2: Will the new regime make management risk averse and thereby less entrepreneurial?
  
  
• Policy Issue #3: Will the new regime reduce a prospective board member’s willingness to serve?
  
  
• Policy Issue #4: Will there be a distance between the corporate client and its advisors?
  
  
• Policy Issue #5: Will the cost of compliance become a burden that dilutes shareholder value?