There is considerable interest in increasing the representation of women on the boards of publicly traded corporations. Currently, only 17 percent of independent directors in the United States are women. In this Closer Look, we examine the pathways that women took to become the first female...

Corporate governance experts pay considerable attention to issues involving the board of directors. Because of the scope of the board's role and the vast responsibilities that come with directorship, companies are expected to adhere to common best practices in board structure, composition, and...

Scrutiny of CEO pay increases during times of economic stress, when it is not clear how much pay CEOs should receive when corporate profitability suffers due to an unforeseen decline in the operating environment. On the one hand, the board might want to preserve incentives, recognizing that a...

In recent years, there has been considerable debate as to whether CEO compensation is actually correlated with performance in U.S. companies. This issue is known as “pay for performance.” While the debate is often heated, there tends to be little in the way of concrete analysis to inform...

Reliable financial reporting is essential to the proper functioning of capital markets. Investors rely on reported financials to make investment decisions and to evaluate the performance of management and the company over time.Recent years, however, have seen a proliferation of non-GAAP metrics...

A director's social and professional network contributes to his or her qualifications as a board member. In recent years, much attention has been paid to the negative aspects of inter-board connections, such as the spread of bad practices and a reduction in independence.At the same time, not...

One of the most important decisions that a board of directors must make is the selection of the CEO of the company. And yet survey data indicates that many boards are not prepared for this process.In recent years, shareholder groups have pressured boards to increase transparency about their...

Reliable financial reporting is critical to the efficiency of capital markets. Despite its importance, managers may have incentive to misrepresent financial results for personal gain.While academics and professionals have developed models to detect aggressive accounting, these have been met with...

Despite being one of the largest corporations in the world, Berkshire Hathaway receives relatively little public attention for its management and governance structure. Berkshire Hathaway is built on a model that involves extreme centralization of capital allocation decisions within corporate...

In recent years, Institutional Shareholder Services (was RiskMetrics Governance Services (RMG)) has played an influential role in the proxy voting process. According to some estimates, a recommendation by ISS can sway a proxy vote by 15 to 20 percent. Several companies are highly critical of ISS...