Lerbinger O. Corporate Public Affairs. Interacting with Interest Groups, Media, and Government

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• Recommend specific issues for board and management consideration.

• Recommend corporate policy to respond to the priority issues.

• Consider and recommend potential new areas of social responsibil

ity and involvement.

• Examine and report to the full board on corporate attitudes to

ward the needs and concerns of the major constituencies of the cor

poration.

These are typical concerns of public affairs and public relations spe

cialists who can provide staff support to public interest committees.

Every large public corporation should have an office that represents

the interests and concerns of its extended organization, which includes

all of its stakeholders. Public affairs and public relations professionals

can identify issues and trends affecting the corporation, analyze them,

and recommend appropriate management responses. This broader

function exceeds the stereotypical PR function of “serving as unthink

ing conduit to the media, and of being responsible for ‘polishing the

corporate image.’”

Some senior public relations counselors recommend that corpora-

tions consider such broad-scope executive vice president titles as public

diplomacy, corporate public policy, or advisor to the CEO on public pol-

icy.

In revamping its corporate governance, Tyco, which suffered

through a scandal, created another kind of position: that of a corporate

ombudsman. This person, along with the company’s senior vice presi-

dent of corporate governance and the vice president, corporate audit, re-

ports directly to the board of directors. At least some of the information

a public interest committee would normally report directly to the board

could be conveyed by the ombudsman.

Expand Composition of Board Membership

Another way to introduce social and political considerations into board

deliberations is to expand the composition of board membership. More

is required than including more women on the board. Catalyst, the or

ganization that advances women in business, reported in its 2003 an

nual census that women held 13.6% of all board seats in the Fortune 500

companies, an increase from 12.4% in 2001. The top 100 companies

have at least one woman director and have the highest percentage of

women directors, at 16.0%. Women of color hold 3.0% of board seats in

415 companies for which Catalyst has data.

From the perspective of

reflecting the public interest, however, consideration must be given to

special interest directors beyond the question of gender or race.

The proposal that boards should include public directors is highly

controversial and presents practical problems of implementation.

One

problem is knowing where to draw the line on what interests should be

represented and whether their loyalty would be to the corporation or

their interest group. The dominant view is that the basic legal responsi

422 I CHAPTER 15

bility of the board is to manage the company in the interests of the

stockholders.

Special interest directors, therefore, have appeared only under special

conditions. A BusinessWeek editorial in 1987 stated that it would be “a

good idea for unions—and employees generally—to be represented on

boards of directors, particularly where workers own a significant

amount of stock.”

When employees represent a major cost factor or

their unions are deemed to have significant political influence, boards

may be motivated to include labor representatives. A notable past exam

ple is Chrysler, which during its effort to obtain a government bailout

invited the president of the United Auto Workers to join the board.

Other examples of a labor voice on boards are United Steel Workers re

tired chief economist at CF&I Steel, retired president of Flight Engineers

at Pan American Airlines, a Massachusetts Institute of Technology pro

fessor of industrial relations at PIE Nationwide, and former NLRB chair

man and former director of the Federal Mediation Service at Transcon.

In Germany the concept of “worker representative democracy” has a

long history and has taken the form of codetermination. A 1951 law

gave workers and union leaders in the larger mining and steel compa-

nies almost equal representation (5 of 11 members) with shareholders

on corporate boards. A law passed in 1976 applies codetermination to

most large German corporations.

In practice, a study by A. E.

Bergmann concludes that in general workers’ representatives have re-

ally been interested only in decisions that affect workers directly, such

as personnel and welfare.

Some corporations have nominated special interest directors in re-

sponse to proxy resolutions. An early example is GM’s appointment in

1971 of Reverend Leon Sullivan, a black urban affairs leader, in response

to Ralph Nader’s Campaign GM proxy resolution. The resolution de-

manded the inclusion of three “public directors.” Illustrating the prob-

lem of conflict of interest, Sullivan claimed he represented the interests

of blacks, not stockholders. He was able to increase advertising in black

publications and increase the purchase of parts and supplies from black

manufacturers.

Another example, is Exxon’s appointment of Dr. John

M. Steel, a scientist from the Woodshole Oceanographic Institute, to

represent environmental interests.

The idea of public directors was pursued by Robert Townsend, former

head of Avis Corporation, who in 1973 made the extreme proposal that

all manufacturing companies with more than $1 billion in assets should

be required to have public directors. This idea raises many basic ques

tions. The major one is how such an individual would be selected and to

what extent government would become involved. The meaning of the

free enterprise system would be undermined. Would this be a role of

members of corporate accountability groups, such as the Committee for

Economic Development, Council on Economic Priorities, the Independ

ent Sector, or the Interfaith Center on Corporate Responsibility? One of

the duties of such a director would be to call at least two press confer

HEED THE PUBLIC INTEREST I 423

ences a year to report on the company’s progress or lack thereof on is

sues of public relevance.

There is no indication that corporations will institute public director

ships, but their purpose can to at least a small degree be achieved

through social audits and social reports.

Conduct Social Audit and Publish Social Report

In 1953, Howard R. Bowen, an economist, made a bold proposal that

“Just as businesses subject themselves to audits of their accounts by in

dependent public account firms, they might also subject themselves to

periodic examination by independent outside experts who would evalu

ate the performance of the business from the social point of view.”

The

resulting social audit can thus be seen as performing part of the func

tion of a public director. Although one consulting firm, Abt Associates,

experimented with the idea of a social audit, and even publishing a social

balance sheet, corporations rejected the idea. As one vice president of

public relations of a large firm said, there are two problems with the

concept: The word social connotes socialism and the word audit con-

jures up government intrusion.

The stated purpose of a social report—also called public report,

sustainability report, and corporate citizenship report—is to inform

stakeholders and the general public about a company’s social perfor-

mance in selected areas, such as its handling of environmental issues,

health and safety, community investment and philanthropy, gover-

nance, workplace issues, and ethics. The need to regain public confi-

dence after disclosures of corporate deception and wrongdoing have

made an increasing number of corporations eager to provide “greater

transparency” in the social as well as financial arena, according to a

study by the Public Relations Society of America and Business for Social

Responsibility.

Supporting this finding, the Public Affairs Council re

ports that more than 200 CSR practitioners and communication profes

sionals signed in to express their opinions when an online discussion of

CSR reports was held by the London-based Institute of Public Relations

and the British version of PR Week.

These discussions recommended that social reports should go beyond

journalistic efforts to describe laudable corporate programs in a seem

ing effort to demonstrate compliance with the increasing public de

mands and government regulations. Because the “gap between what

companies do and what they say remains wide,” the opportunity

should be seized for corporations “to be open and honest with them

selves, their employees, their customers, and the community about

what they are doing.”

Some suggestions:

• A company should state its social objectives and how it plans to

achieve them.

424 I CHAPTER 15

• A two-way dialogue should be developed with stakeholders, giv

ing them an opportunity to influence corporate decisions.

• Standards—such as ISO 14000, CERES, or the Sullivan Principles—

should be employed.

• Ultimately reports should be verified by an external reviewer,

which 35% of the companies in the PRSA study did (30% used an

NGO, 30% a consultant, and 20% a for-profit accounting or audit

ing firm).

These aspects of social reports suggest that they should primarily be

associated with business strategy rather than communications. Busi

ness strategy increasingly recognizes the value investors and others

place on a company’s intangible assets, including human capital and

social capital. To be recognized as the other part of the double bottom

line, social responsibility must be integrated into a company’s policies

and actions. Social reports can help communicate this information.

UPHOLDING A CORPORATION’S REPUTATION:

THE CEO’S ROLE

Corporate governance changes that incorporate public interest consid-

erations in deliberations will go a long way to reestablish public confi-

dence in business. This will be reflected in improved corporate

reputations, which is a major concern of corporate CEOs. They know

that it matters whenever people can punish a company by buying prod-

ucts elsewhere, working elsewhere, and filing lawsuits. Whenever the

option of not dealing with a company exists, or just the opposite, at-

tacking a company through social activism or lobbying government for

regulations, company reputation counts. The PRWeek/Burson-

Marsteller CEO Survey 2003 shows that 81% of CEOs are concerned

about their company’s reputation, with 34% “very concerned” and 47%

“somewhat concerned.”

Views differ, however, about what constitutes s company’s reputa

tion and how it is measured. The Concise Oxford Dictionary of Current

English provides a good beginning by defining reputation as “what is

generally said or believed about a person’s or thing’s character.” When

Harris Interactive and the Reputation Institute, a New York-based re

search firm, report the reputation of many of the best known compa

nies, they ask people to name the companies they currently believe have

the best and the worst reputations. This is followed up by a second sur

vey of 22,000 online respondents that asks them about 20 attributes of

the most nominated companies. An overall rating of each company is

then made.

Fortune’s “America’s Most Admired Companies” is proba

bly the longest running and most highly visible of all reputation studies.

Its typical sample of about 5,000 comprises “industry insiders”: finan

cial analysts, senior executives, and outside directors of the industries

HEED THE PUBLIC INTEREST I 425

being evaluated. Each company is rated on eight attributes: quality of

management; quality of products and services offered; innovativeness;

value as a long-term investment; soundness of financial position; abil

ity to attract, develop, and keep talented people; responsibility to com

munity and/or environment; and wise use of corporate assets. To obtain

the overall reputation score, ratings on the eight attributes are simply

averaged.

When overall measures of a company’s reputation are based on what

the general public thinks and says about an organization, they are of

limited value. Such public opinion may be important in an antitrust de

cision involving a well-known company like Microsoft. More important

and relevant are the impressions and attitudes of specific constituent

groups, like investors, customers, or employees, because these stake

holders affect investment, purchasing, or employment decisions per

taining to a company. These are groups that likely have direct

experience in dealing with a company and therefore have formed atti-

tudes that represent their evaluation of the quality of relationships es-

tablished. Perceptions among these groups may greatly differ,

influenced by the segment of the company to which they are exposed.

People with no connection with a company would at best have an

impression, not an evaluation, of a company based on media reports or

hearsay.

Judgments about the CEO play an important role in determining the

quality of management. According to Leslie Gaines-Ross, chief knowl-

edge and research officer at Burson-Marsteller, 50% of a company’s rep-

utation is determined by the CEO. She builds on this fact in her aptly

titled book, CEO Capital: A Guide to Building CEO Reputation and Company

Success. She defines CEO capital as:

the asset created by a CEO’s reputation (not mere public acclaim) when it

is harnessed to advance a company’s success. It is the collective esteem

that significant others, inside and outside a company, hold for the com

pany’s chief executive officer and, as a consequence, for the company.

CEO capital is the composite of perceptions about a CEO that a com

pany’s stakeholders hold, whether these constituents are employees, Wall

Street analysts or investors, customers, the media, government regula

tors, community leaders, or other business influentials.

When corporations face serious crises of management deception or

misconduct, CEOs are the ones who are blamed and replaced by new

CEOs with untarnished reputations. An example is the replacement of

WorldCom’s defamed Bernard J. Ebbers with Michael D. Capellas, for

mer CEO of Compaq and a recent president of Hewlett-Packard.

The

turnover rate of CEOs reflects their vulnerability as well as a judgment

of corporate performance. Half of all current CEOs have held their jobs

for less than 3 years, according to a survey of 476 global corporations in

2000 by the outplacement firm Drake Beam Morin.

Leslie Gaines-Ross

426 I CHAPTER 15

found that “Close to two-thirds of all major companies replaced their

CEOs in the past five years.”

As the fallout from corporate scandals

continued, USA Today reported on June 10, 2002, that CEO job losses

were running two a day in 2002 thus far.

In May 2002 alone there

were 80 CEO departures, according to outplacement firm Challenger

Gray & Christmas. Apparently boards of directors agree with the admo

nition of Warren Buffet: “If you lose dollars for the firm by bad deci

sions, I will be understanding. If you lose reputation for the firm, I will

be ruthless.”

This concern about corporate reputation has elevated the role of pub

lic relations counsel. Compared to other professionals, they are at the

forefront of managing a company’s reputation. Julia Hood, editor-in-

chief of PRWeek, comments, “It is clear that public relations has grown in

stature among America’s CEOs as they begin to understand its role in

shaping their companies’ reputations.” In fact, the survey reports that

75% of CEOs mention the contribution of internal PR counsel and 35%

mention external PR counsel. CEOs also turn to their board of directors

29% of the time and their internal legal staff or attorney 25% of the time

(which is up from 9% last year). Chris Komisarjevsky, former president

and CEO of Burson-Marsteller Worldwide, notes that reputation and lit-

igation threats are considered in tandem far more often: “Now the law-

yers and PR professionals sit at the same table.”

Whether a company’s reputation can be managed, however, is ques-

tionable.

Publicity efforts that put a positive spin on all that a com-

pany does may result in improving a company’s image, as would

various forms of image advertising. Although such efforts might influ-

ence a general public that has little or no direct experience with a com-

pany, they are unlikely to affect a company’s important stakeholders.

Customers, investors, and employees in particular would base their im-

pressions and attitudes on their experience with a company’s actual be

havior; that is, on their relationship with the company. The

fundamental purpose of public relations is to help an organization im

prove these relationships. Communication contributes because better

two-way communications, combined with efforts to collaborate with

stakeholders, help to achieve this goal. Communications are also needed

to assure that a company’s positive performance is known by its

constituents.

The CEO, as the chief communicator and ultimate spokesperson for a

company, plays a vital communication role and, therefore, affects the

company’s reputation. Ideally, the CEO possesses good communication

skills. Public relations assistance in speech writing and dealing with the

media, as well as media training sessions, can help. Modern public rela

tions practice, however, goes far beyond media relations and communi

cations. It includes monitoring the sociopolitical environment and

analyzing issues, preparing crisis contingency plans, planning and exe

cuting public affairs campaigns, and, in general, engaging in problem-

solving about matters involving public opinion and the public interest.

HEED THE PUBLIC INTEREST I 427

As recognized by Komisarjevsky: “We are the ones who devote our ca

reers to studying human behavior, anticipating reactions and, in some

cases, knowing better than anyone else what the implications will be.”

Komisarjevsky also believes that public relations managers are the

guardians of integrity “by identifying issues during their earliest stages

and before they grow into a crisis. We play a very important role in

shaping organizational values and behavior.” One of these is in the es

tablishment and expression of CSR as described earlier in this chapter. He

says, “The covenants between the individual and the community, the

employee and company, and the company and its unions are unalter

ably changed.” He quotes Harold Burson, chairman of Burson-

Marsteller, on the relationship between public relations and CSR: “I do

not believe there is a relationship between the two. They are not cousins

or even siblings. They are even closer than identical twins. They are one

and the same.”

CSR in the broad sense of managing a company for the benefit of all of

its stakeholders is one way to sustain a company’s reputation and pub-

lic confidence in business. Improving transparency and reforming cor-

porate governance are other essential measures.

CONCLUSIONS

The growing disquietude of the public with corporate behavior reflects

the need to place economic activity in the framework of society. From

this perspective, the basic purpose of the economic system is to provide

the goods and services wanted by consumers and the public goods re-

quired by society. A chart of this relationship would show these major

outputs of the economy balanced by society’s inputs of capital, labor,

and other factors of production. The implication is that the economic

system does not exist for the sole purpose of allowing managers and en-

trepreneurs to make money, even though profit maximization is the

guiding motivator of every business.

Corporations must stay attuned to changing public standards of CSR.

By achieving the double bottom line of profits and social responsibility,

corporations have less to fear from government and social action

groups.

Corporations have learned that they can reduce the extent of

government involvement by looking beyond the bottom line and con

sidering their relationship to society. To reflect the added corporate goal,

some corporations have examined and even practiced the changes in

corporate governance discussed earlier.

By adopting the broader managerial creed in preference to the nar

rowly focused classical creed and by accepting the goal of a double bot

tom line, corporations become better integrated with society. Changing

the composition of boards of directors and adding the public interest to

their concerns helps to institutionalize the enlightened approach to soci

etal expectations. Furthermore, new approaches in stakeholder man

428 I CHAPTER 15

agement are likely to improve relationships with an organization’s

strategic stakeholders and advance the public interest. These efforts, to

gether with the major theme of this book of promoting a pluralistic so

ciety in the political marketplace, enable corporations to maintain

public confidence. By demonstrating that they use their power not only

for self-gain but also to address larger societal issues, corporations allay

public fears of corporate power and assure a system of sustainable

capitalism.

ENDNOTES

1. This concept is explained by Rogene A. Buchholz, Business Environment and

Public Policy: Implications for Management (Englewood Cliffs, N.J.:

Prentice-Hall, 1982), p. 20.

2. Henry Mintzberg, Power in and Around Organizations (Englewood Cliffs, N.J.:

Prentice-Hall, 1983), p. 577.

3. The Business Roundtable, Statement of Corporate Responsibility, October

1981, p. 1.

4. Jerry Useem, “From Heroes to Goats … and Back Again?” Fortune, November

18, 2002, p. 43.

5. Accountants use one word for goodwill; public relations people usually use

two words: good will.

6. Public Affairs Council 45! Sapphire Anniversary Report (Washington, D.C.: Pub-

lic Affairs Council, 1999), p. 31.

7. Leslie Gaines-Ross, CEO Capital: A Guide to Building CEO Reptuation and Com-

pany Success (New York: Wiley, 2003), p. 220.

8. Keith Davis and Robert L. Blomstrom, Business and Society, 3rd edition (New

York: McGraw-Hill, 1975), pp. 6–7.

9. Howard Bowen, Social Responsibilities of the Businessman (New York: Harper

& Row, 1953), p. 155.

10. Michael E. Porter and Mark R. Kramer, “The Competitive Advantage of Corpo-

rate Philanthropy,” Harvard Business Review, Vol. 80, December 2002, p. 58.

11. Ibid.

12. Archie B. Carroll used this term but listed different tiers. See his “The Pyra

mid of Corporate Social Responsibility: Toward the Moral Management of

Organizational Stakeholders,” Business Horizons, Vol. 34, July–August

1991, pp. 39–48. These levels agree with a host of descriptions of CSR.

13. Robert W. Ackerman and Raymond A. Bauer, Corporate Social Responsiveness:

The Modern Dilemma (Reston, Va.: Reston, 1976).

14. “Business Ethics: Doing Well by Doing Good,” Economist, April 22, 2000, p.

65. Friedman did, however, acknowledge, “It is entirely appropriate ethat

men make sacrifices to advocate causes in which they deeply believe. In

deed, it is important to preserve freedom only for people who are willing to

practice self-denial, for otherwise freedom degenerates into license and ir

responsibility.” Arthur Sharplin, “A Challenge to Shareholder Supremacy

in the Public Firm,” Business and Society Review, Vol. 108, Summer 2000,

No. 2, p. 232.

15. See Otto Lerbinger, The Crisis Manager: Facing Risk and Responsibility

(Mahwah, N.J.: Lawrence Erlbaum Associates, 1997), p. 252.

16. Leslie Scism, “Florida Regulators Investigate Met Life,” Wall Street Journal,

November 6, 1997, p. A3.

HEED THE PUBLIC INTEREST I 429

17. Paul Hawken, Amory Lovins, and L. Hunter Lovins, Natural Capitalism: Cre

ating the Next Industrial Revolution (Boston: Little, Brown, 1999), p. 3.

18. Ibid., p. 9.

19. Gaines-Ross, op. cit., p. 180.

20. Roger Thurow and Susan Warren, “Pump Priming: In War on Poverty, Chad’s

Pipeline Plays Unusual Role,” Wall Street Journal, June 24, 2003, p. A1.

21. Chun-ju Flora Hung, The Interplays of Relationship Types, Relationship Culti

vation, and Relationship Outcomes (Doctoral dissertation, University of

Maryland, 2002).

22. See Response, a publication of the Center for Corporate Public Involvement,

for examples.

23. Alex Frangos, “Here Comes the Sun,” Wall Street Journal, November 12,

2003, p. B1.

24. Michael A. Santoro, “Engagement With Integrity: What We Should Expect

Multinational Firms to Do About Human Rights in China,” Business & the

Contemporary World, Vol. X, No. 1, 1998, p. 30.

25. Ibid., pp. 34–45.

26. David Finn, The Corporate Oligarch (New York: Simon & Schuster, 1969), p.

250.

27. Erin White, “PR Firms Advise Corporations on Social-Responsibility Issues,”

Wall Street Journal, November 13, 2002, p. B10.

28. Robert L. Dilenschneider, “Public Relations for the New Millennium: Back to

Social Responsibility,” Public Relations Strategist, Vol. 5, Spring 1999, p. 12.

29. Ibid.

30. Ibid.

31. Lynn W. Paine, Value Shift: Why Companies Must Merge Social and Financial

Imperatives to Achieve Superior Performance (New York: McGraw Hill, 2002).

32. “Company’s Collapse Shows System Works,” CBS News, Vol. 10, Issue 1,

2002, p. 6.

33. USA Today, December 10, 2002, p. 1B.

34. B. Graves and Sandra A. Waddock, “Beyond Built to Last … Stakeholder Rela-

tions in ‘Built-to-Last’ Companies,” Business and Society Review, Vol. 105,

No. 4, 2001, pp. 393–418.

35. Aaron Bernstein, “Too Much Corporate Power?” BusinessWeek, September

11, 2000, p. 149.

36. Melissa Berman, “Research Roundup: Boss Issues,” Across the Board, Vol. 36,

July–August 1999, pp. 55–56.

37. “Principles for New Employment Relationships: The Collective Bargaining

Forum,” Perspectives on Work, Vol. 3, No. 1, 1999, p. 33.

38. Ibid., p. 34.

39. James E. Grunig and Fred C. Repper, “Strategic Management, Publics, and Is

sues,” in James E. Grunig, editor, Excellence in Public Relations and Communi

cation Management (Hillsdale, N.J.: Lawrence Erlbaum Associates, 1992), p.

126.

40. James E. Grunig and Todd Hunt, Managing Public Relations (New York: Holt,

Rinehart & Winston, l984); see chart on p. 141.

41. James E. Post, Lee E. Preston, and Sybille Sachs, “Managing the Extended En

terprise: The New Stakeholder View,” California Management Review, Vol. 45,

Fall 2002, p. 10.

42. A brief summary is James R. Emshoff and R. Edward Freeman, “Who’s Butt

ing Into Your Business?” Wharton Magazine, Vol. 4, Fall 1979, pp. 44–59.

430 I CHAPTER 15

Also see R. E. Freeman, Strategic Management: A Stakeholder Approach

(Marshfield, Mass.: Pitman, 1984).

43. Linda Childers Hon and James E. Grunig, Guidelines for Measuring Relation

ships in Public Relations (Gainesville, Fla.: University of Florida, The Institute

for Public Relations, 1999), p. 6.

44. Ibid., pp. 16–17, for a definitions of these outcomes.

45. Ibid., p. 1.

46. Control mutuality is expressed by sentiments like “the management of this

organization gives people like me enough say in the decision-making pro

cess” and that “generally speaking, the organization and we are both satis

fied with the decision-making process.” Ibid., p. 2.

47. Trust consists of three components: (a) integrity—the belief that an organi

zation is fair and just; (b) dependability—an organization will do what it

says it will do; and (c) competence—the ability to do what it says it will do.

Some typical expressions of trust or the lack of it in research on trust are:

“Generally speaking, I don’t trust the organization,” “Members of the orga

nization are truthful with us,” and “The organization treats me fairly and

justly, compared to other organizations.” Ibid., pp. 1–2.

48. Wendy Zellner, “Commentary: What Was Don Carty Thinking?”

BusinessWeek, May 5, 2003, p. 32.

49. Scott McCartney, “Unions Weigh Options at American,” Wall Street Journal,

April 21, 2003, p. A3; “AMR’s Decision to Keep Quiet About Perks Could

Undo Pacts,” Wall Street Journal, April 22, 2003, p. A3.

50. John Elsasser, “From the Editor: The Public Relations Coalition Addresses the

Crisis of Trust,” The Public Relations Strategist, Vol. 9, Fall 2003, p. 1.

51. Ibid., p. 4.

52. PR Coalition, “Restoring Trust in Business: Models for Action,” Supplement

to The Public Relations Strategist, Vol. 9, Fall 2003.

53. Peter Drucker, “The Real Duties of a Director,” Wall Street Journal, June 1,

1978, p. 20.

54. Leonard Silk, “American Assembly Consensus About ‘Corporate gover-

nance,’” New York Times, April 18, 1978, p. 66.

55. Vanessa O’Connell and Stephanie Paterik, “PR Firms Get Into Advising on

Governance,” Wall Street Journal, July 22, 2002, p. B1.

56. Ibid.

57. Douglas G. Pinkham, “Reforming the Corporation: What Role for Public Af

fairs” Public Affairs Review, Annual Report 2003, p. 7.

58. Wes Pederson, “As Election ’04 Nears, New Calls for an Examination of the

Corporate Soul,” Public Affairs Review, Annual Report 2003, p. 4.

59. See http://www.dow.com/corpgov/bylaws/comm.htm.

60. Phyllis S. McGrath, Corporate Directorship Practices, Report No. 775 (New

York: The Conference Board), 1980, pp. 1–2.

61. Ian Wilson, “One Company’s Experience With Restructuring the Governing

Board,” Journal of Contemporary Business, Vol. 8, First Quarter, 1979, pp.

71–81.

62. Michael L. Lovdal, Raymond A. Bauer, and Nancy H. Treverton, “Public Re

sponsibility Committees of the Board, Harvard Business Review, Vol. 55,

May–June 1977, p. 60.

63. Ibid., p. 42.

64. Michael L. Lovdal, Raymond A. Bauer, and Nancy H. Treverton, “From the

Boardroom: New Standing Committee Plays Active Policy Role in Initiating

HEED THE PUBLIC INTEREST I 431