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B. Kenneth West passed away recently. In his honor, we present an appreciation by Don Delves and a brief piece by Ken from a past issue of Directors & Boards. Remembering Ken West – In Gratitude and Deep Respect By Don Delves The corporate governance community lost one of its finest members with the recent passing of Ken West. As long-time Chairman of the NACD, Governance Consultant to TIAA-CREF, and board member, Ken fostered a tremendous amount of positive change in the operation and effectiveness of countless boards. He worked quietly, behind the scenes, gently wielding a big stick and systematically persuading wayward boards to adopt better practices. He did so as a gentleman and veteran business leader, talking to other business leaders about how they might operate with greater integrity and higher standards. Ken used his position as an extraordinarily well-liked and well-respected member of the director community to challenge that community--our community--to recognize our shortcomings and to be our best. He was also a mentor and advisor, encouraging many of us to take thoughtful, measured and sometimes risky stands for changes we thought were in the best interests of company and shareholders. We will miss Ken for his candor, his courage and his friendship. Some Scenarios for Change...and a Wild Card By B. Kenneth West The corporate governance landscape has clearly changed for the better in the last quarter century. Led by institutional investors and (to a not inconsiderable extent) corporate gadflies, corporate boards have become more aware of and responsive to the concerns and rights of shareholders. How will the landscape change in the next 25 years? Here are some possibilities, some more certain than others: • As a result of increasing globalization of capital markets, recent initiatives to harmonize the most fundamental governance principles across borders will continue to progress. • With the movement in the U.S. from defined benefit pension plans to defined contribution plans, voting power may move from traditional pension fund managers to mutual funds in which individuals choose to invest. Mutual funds will become more proactive in addressing governance issues. • Shareholders will continue to press for greater scrutiny and disclosure of transactions affecting their interests. • There will be pressure to rationalize accounting for equity-based compensation schemes, especially stock options. Now...here’s a wild card to contemplate. No answers. Just questions. What if Social Security is privatized? Many have commented on the potential impact (or absence thereof) on debt and equity markets. But what will be the impact on stockholders’ ability to vote their shares? Where will the responsibility be lodged? Will the fears of some that investment decisions -- and therefore influence on corporate decisionmaking -- be politicized? What will be the impact on corporate governance....? Stay tuned. |
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Kenneth West joined TIAA/CREF in 1995 as senior consultant for
corporate governance. He had retired that year as chairman of the board
of Harris Bankcorp Inc. of Chicago after 38 years of service to that
organization. He had been a director of Motorola Inc. since 1976. He
also served as chairman of the National Association of Corporate
Directors. Copyright © 2006 Directors & Boards, P.O. Box 41966 Philadelphia, PA 19101-1966. All rights reserved. Contact the webmaster. < Privacy Notice > |
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