From the editor.To paraphrase par·a·phrase n. 1. A restatement of a text or passage in another form or other words, often to clarify meaning. 2. The restatement of texts in other words as a studying or teaching device. v. Bob Dylan Noun 1. Bob Dylan - United States songwriter noted for his protest songs (born in 1941) Dylan , you don't need a weatherman to know that there is a gale blowing across the corporate governance Corporate Governance The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy, and rule of law. landscape. Enron Corp.'s troubles and their messy aftermath, which have dominated the business news since last fall, have triggered what seem to be endless questions about ethics, control, auditor independence and other vital areas of corporate governance. Our cover story examines the new tenor of the times, and looks particularly closely at the issues surrounding auditors and the audit committee. New rules have been proposed by Congress and regulators; meanwhile, audit committees are meeting more often and for longer periods than ever, based on first-hand experience related by Frank Borelli, a former FEI FEI Fédération Équestre Internationale. national chairman and retired CFO See Chief Financial Officer. who chairs two audit committees. Prominent shareholder activist Robert Monks also offers a seasoned perspective about the evolving state of governance. In a corporate strategy article, writer Paul Sweeney explores the slide of Tyco International For the unrelated division of Mattel, see . Tyco International Ltd. NYSE: TYC is a diversified manufacturing conglomerate incorporated in Bermuda, with United States operational headquarters in New Jersey. , the huge conglomerate that has had a rough year, with its stock price falling amid accounting questions and a disconcerting dis·con·cert tr.v. dis·con·cert·ed, dis·con·cert·ing, dis·con·certs 1. To upset the self-possession of; ruffle. See Synonyms at embarrass. 2. series of moves surrounding a decision to split into four parts -- later reversed -- and an inability to sell key divisions. The troubles have reinforced doubts about a corporate model built on serial acquisitions. In an interview with Managing Editor Ellen Heffes, the CFO of Vivendi Universal, Guillaume Hannezo, talks about the French company's emergence into a media powerhouse. He defends its performance and details the company's interest in the U.S. and in American shareholders. He also discusses Vivendi's complex reporting system, and its recent decision to report certain units in both U.S. GAAP GAAP See: Generally Accepted Accounting Principles GAAP See generally accepted accounting principles (GAAP). and French GAAP. Getting and keeping banking relationships is harder than ever, as consolidation and business line reevaluation have swept through the ranks of commercial banks in recent years. Research firm Greenwich Associates developed a survey to probe the changing relationship between lenders and corporate borrowers, and reports on the findings. A key finding, not surprisingly: there has been a pronounced drop in bankers' willingness to lend, especially when the bank doesn't have a leading status with the borrower. If having top people is the key to a company's success -- as many experts say it is -- there are challenges galore in finding and keeping those people. European consultant Mike Johnson details a number of converging trends, from demographics The attributes of people in a particular geographic area. Used for marketing purposes, population, ethnic origins, religion, spoken language, income and age range are examples of demographic data. to attitudes toward companies among job prospects, to competition for leading companies from small firms that desperately need help and are willing to pay for it. Johnson offers a true global perspective that may surprise some U.S. readers. "Value creation" is one of those nebulous terms that mean different things to different people. But it's easier to grasp the ideas of "barriers" to creating value, and Marakon Associates examines in detail a series of problems it says keep companies from building value as well as they could. Finally, we profile the incoming FEI chairs for the U.S. and Canada, Ridge Braunschweig and Jeffrey Gresham. Both are relatively young but highly experienced, with years spent in leadership positions with FEI. Expect some of their energy to be felt throughout the organization in the year to come. |
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