Wednesday, January 28, 2009

Corporate governance decision-making model: How to nominate skilled board members, by addressing the formal and informal systems

Article may be viewed in its entirety at:

http://www.palgrave-journals.com/jdg/journal/vaop/ncurrent/index.html#08012009

This research study focuses on the problems involved in nominating board members based solely on rules and regulations, which neglect the affective dynamics of board behaviour and board process. For example, choosing board candidates who are independent (not part of a company's management), a rule imposed by the Toronto Stock Exchange (TSX) guidelines, may ensure that an organisation remains listed on this lucrative exchange. However, it does not ensure that the candidates have the necessary knowledge or are well versed in the company's business activities to effectively serve on a particular board. Having independent board members does not ensure that they ask tough questions of themselves or of management or that they have an extensive network from which to draw for advice on strategic issues. These are equally important areas of board governance that cannot be ignored when choosing candidates for the board, and these questions should not be suppressed in favour of concentrating solely on formal concerns such as independence.

Information about board characteristics can provide management theorists with a broader range of 'informal' variables that can contribute to the decision-making process. Board characteristics assist the board in operating as a team, improving the efficiency of the board. Selecting board members with the most suitable and effective characteristics for a particular board ensures that directors are spending their limited time on the company's most important challenges. This research was carried out in several stages in order to gather both qualitative and quantitative data. In this research there was a significant relationship for values and decision-making and no relationship for TSXFormal and decision-making, which is consistent with the literature, suggesting there must be a change in executives' values to ensure changes in behaviour.

A corporate governance model was developed. This model helps in ensuring that boards populated with board members who have knowledge and values (skills matrices) are more aware of the detrimental effect that groupthink can have on the decision-making process. Several executives mentioned the ability of board members 'to apply due diligence' to strategic decision-making. This means that directors apply their experience and expertise to better understand issues and bring these to bear upon the decision-making process. Additionally, knowledge, values and groupthink (skill matrices) may be used both when nominating new board members and as an annual evaluative tool.

Businesses are continually diversifying and board members need to continuously embellish their skill set and knowledge in order to adapt. However, the finding and the development of this corporate governance model are significant as they mark the start of how board characteristics can be operationalised. What is needed is more balanced research that looks at both the formal and the informal system. In doing so, more articulate measures of board decision-making process will evolve.
The business environment is ever changing and dynamic; research in these areas will convey the interrelationship between the formal and informal system. Nevertheless, this research is unique as it has investigated the formal and informal system using both primary qualitative and quantitative data analysis and therefore provides much needed information about the characteristics requisite for nominating board members.

Dr. Rookmin Maharaj's Model can help US President Barack Obama get the United States back on track!!contact Dr. Maharaj : maharajl@netzero.com

Thursday, January 15, 2009

When Governance Bodies Choose to close their eyes!

The dictionary alternatives for the word ‘Collusion’ include:

conspiracy - Collusion
complicity - Collusion
knowledge - Collusion
consent - Collusion
approval - Collusion
involvement - Collusion
agreement - Collusion

According to Jeff Rubin and Peter Buchanan, who wrote on October 31, 2008, in their article ‘What's the Real Cause of the Global Recession?’In CIBC World Markets Inc. StrategEcon, “Certainly oil shocks are no stranger to recessions. Four of the last five global recessions were preceded by one. Yet the recent spike in oil prices doesn’t seem to get any credit for what’s happening to the world economy now……. That’s odd because it should. Curiously, an over-500% increase in the real price of oil gets virtually ignored as a culprit behind today’s economy, eclipsed by the ongoing crisis in financial markets. Yet the run-up in real oil prices this cycle is over twice the spike in oil prices that occurred during the first or second OPEC oil shock . And those oil shocks produced two of the deepest recessions in the entire post-war period, including the 1980-82 double dip……. And, of course, it hasn’t just been American consumers who have been socked with mounting fuel bills. It’s been true for households from all OECD countries. Over the last five years their annual fuel bill has grown a staggering $700 billion. Of this, $400 billion annually has gone to OPEC producers. Was just Rubin, Buchanan and myself who noticed the the 500% spike in oil prices.

Where were/are governments, directors, CEOs, managers of big business?

Where were/are the decision makers in society?

Where were/are the GOVERNANCE SYTEMS AND STRUCTURES IN OUR GLOBAL SOCIETY?

Well, it seems most have been asleep just filling their coffers. Just let us take a look at who stand to extract (thesaurus search for extract indicates that EXTORT can be used in this instance instead of extract).

1) The governments (all governments around the world) gain substantially through their tax structures.
2) Big businesses and it does not matter if they are the ones who drill the oil wells, the oil and gas boom affects all businesses in a big way, for example, restaurants, groceries, clothing stores, luxury items to name a few, all gain from exorbitant oil prices.

Who are the ones IN SOCIETY who are and will pay for this GREED?

The housing crises in the US IS THE FIRST FALL OUT BY THIS GLOBAL ABUSE OF GOVERNANCE SYSTEMS.


a) The automobile sector is now reeling
b) Obviously if large sectors of the global economy like the automobile, travel, agriculture are negatively affected by ridiculously (out of control) high oil prices the GDP of countries will be comprised. (GOVERNANCE 101; greed by governments and wonton disregard for citizens will lead to downfall of the economy)


According to: “http://www.bloomberg.com/apps/news?pid=20601082&sid=asagaXsaR72M&refer=canada”

“Canadian stocks had their worst weekly slide in a month after energy and financial companies fell today on a record drop in U.S. retail sales that fueled concern the recession will cut demand for Canada's exports. EnCana Corp., Canada's biggest energy company by market value, and Royal Bank of Canada, the biggest lender, declined after the retail report. BlackBerry e-mail phone maker Research in Motion Ltd. led the week's declines on analyst estimate cuts and a worsening outlook for mobile phones. Gold producers led weekly gains on the index. The Standard & Poor's/TSX Composite Index fell 3.2 percent to 9,055.96 today in Toronto. ……….. the worst weekly performance since Oct. 10. Retail sales in the U.S. dropped 2.8 percent ………….. pushing the world's biggest economy toward its worst slump in decades. Spending may continue to falter from job losses, plunging stocks and falling home values, the Commerce Department said today. ``This retail sales number was horrific,'' said John Stephenson, who helps to oversee about $1.5 billion at First Asset Investment Management Inc. in Toronto. ``………………..How can the U.S. have a cold and we not catch the flu?'' The Standard & Poor's 500 Index fell 4.2 percent to 873.29, extending a second straight weekly loss, and has lost 41 percent this year. In Canada, the S&P/TSX ……………. has fallen 35 percent this year and 40 percent from a June high. Oil Declines Crude oil for December delivery fell $1.94, or 3.3 percent, to $56.30 ………….. EnCana dropped 5.8 percent to C$54.75 today. Suncor Energy Inc. fell 3.5 percent to C$23.34. Financial institutions worldwide have posted more than $950 billion in losses and credit writedowns this year as the worst financial slump since the Great Depression worsens……….`Same Brush' //``The financials are actually being tarred with the recession brush as well,'' said John Kinsey, who helps manage about C$1 billion for Caldwell Securities Ltd. in Toronto. ``It looks like we're going to get maybe a world recession, and the next step is the big question, whether it'll turn into a depression.''
So what part does Governance play in this catastrophe?

We are all stakeholders in our communities; some of us are shareholders in these organizations. Shareholders are the owners of the corporation who are imbued with the authority to elect directors to represent their interests and govern the corporation. We need to address this situation that has gone corrupt, distorted, and awry. We can exercise our votes either through our voting power or through reducing our demand.

HOW CAN WE ENSURE THAT THIS DOES NOT EVER HAPPEN AGAIN?

Dr. Rookmin Maharaj has developed a unique and revolutionary model that can identify the characteristics requisite for effective Corporate Governance within an organization that strikes the ideal balance between the formal and informal rules and regulations. Dr. Maharaj has researched with the top oil and gas, mining, chemical, and pipeline companies in North America. She continues to transform ideas into actions, ultimately increasing the bottom line for She is currently consulting with companies in Alberta, Canada on Corporate Governance. She has worked in the energy sector in Alberta Canada for over fifteen years. She has a master’s degree in Higher Education and has taught in France, the Caribbean and in Canada at the University of Calgary and Mount Royal College on Environmental Management and Business. Contact:rmaharaj@ucalgary.ca, maharajl@netzero.net

Lack of use of Dr. Rookmin Maharaj's Corporate Governance Model

In Washington news, according to Eric Lichtblau, in an article entitled— Federal Cases of Stock Fraud Drop Sharply: Lichtblau noted that Federal officials are bringing far fewer prosecutions as a result of fraudulent stock schemes than they did eight years ago. This situation begs other questions about whether the Bush administration has been too lax in policing Wall Street. “Legal and financial experts say that a loosening of enforcement measures, cutbacks in staffing at the Securities and Exchange Commission, and a shift in resources toward terrorism at the F.B.I. have combined to make the federal government something of a paper tiger in investigating securities crimes”. If Dr. Maharaj’s Corporate Governance Model was used as a litmus test not only for federal agencies but by the average investor, the $50 billion Ponzi scheme that Bernard L. Madoff is accused of running may have been avoided altogether.
HOW CAN WE ENSURE THAT THIS DOES NOT HAPPEN?

Dr. Rookmin Maharaj has developed a unique and revolutionary model that can identify the characteristics requisite for effective Corporate Governance within an organization that strikes the ideal balance between the formal and informal rules and regulations. Dr. Maharaj has researched with the top oil and gas, mining, chemical, and pipeline companies in North America. She continues to transform ideas into actions, ultimately increasing the bottom line for She is currently consulting with companies in Alberta, Canada on Corporate Governance. She has worked in the energy sector in Alberta Canada for over fifteen years. She has a master’s degree in Higher Education and has taught in France, the Caribbean and in Canada at the University of Calgary and Mount Royal College on Environmental Management and Business. Contact:rmaharaj@ucalgary.ca, maharajl@netzero.net

Corporate governance decision-making model: How to nominate skilled board members, by addressing the formal and informal systems

This research study focuses on the problems involved in nominating board members based solely on rules and regulations which neglect the affective dynamics of board behaviour and board process. For example, choosing board candidates who are independent (not part of a company’s management), a rule imposed by the Toronto Stock Exchange guidelines, may ensure that an organisation remains listed on this lucrative exchange. However, it does not ensure that the candidates have the necessary knowledge or are well versed in the company's business activities to effectively serve on a particular board.

Having independent board members does not ensure that they ask tough questions of themselves or of management or that they have an extensive network from which to draw on for advice on strategic issues. These are equally important areas of board governance that cannot be ignored when choosing candidates for the board, and these questions should not be suppressed in favour of concentrating solely on formal concerns such as independence.

Information about board characteristics can provide management theorists with a broader range of ‘informal’ variables that can contribute to the decision-making process. Board characteristics assist the board to operate as a team, improving the efficiency of the board. Selecting board members with the most suitable and effective characteristics for a particular board ensures that directors are spending their limited time on the company’s most important challenges.

This research was carried out in several stages in order to gather both qualitative and quantitative data. In this research there was a significant relationship for Values and Decision-making and no relationship for TSXFormal and Decision-making, which is consistent with literature suggesting there must be a change in executives’ values to ensure changes in behaviour. A Corporate Governance model was developed that demonstrates the efficacy in ensuring that boards populated with board members who have Knowledge, Values (Skills Matrices) are more aware of the detrimental effect that Groupthink can have on the Decision-making process.

Several executives mentioned the ability of board members “to apply due diligence” to strategic decision-making. This means that directors apply their experience and expertise to better understand issues and bring these to bear upon the decision-making process. Additionally, Knowledge, Values, Groupthink (Skill Matrices) may be used both when nominating new board members and as an annual evaluative tool. Businesses are continually diversifying and board members need to continuously embellish their skill set and knowledge to adapt.

However, the finding and the development of this Corporate Governance Model are significant as they mark the start of how board characteristics can be operationalized. What is needed is more balanced research that looks at both the formal and informal system. In doing so, more articulate measures of board decision-making process will evolve. The business environment is ever changing and dynamic, research in these areas will convey the interrelationship between the formal and informal system.

Nevertheless, this research is unique as it has investigated the formal and informal system using both primary qualitative and quantitative data analysis and provides much needed information about characteristics requisite for nominating board members.

Full article may be read at:

http://www.palgrave-journals.com/jdg/journal/vaop/ncurrent/index.html

Corporate governance decision-making model: How to nominate skilled board members, by addressing the formal and informal systems

Int J Discl Gov advance online publication, January 8, 2009; doi:10.1057/jdg.2008.27