Troubled companies

The telltale symptoms of troubled companies

November 2, 2011: 12:23 PM ET

A recently published list of 10 troubled corporations highlights just how difficult it is to address rampant cronyism on many major companies' boards.

By Elizabeth G. Olson, contributor

Rupert Murdoch's News Corp was one of the 10 companies listed in GMI's trouble list.

Rupert Murdoch's News Corp was one of the 10 companies listed in GMI's "risk list."

FORTUNE -- Troubled companies often fly under the investor radar, grabbing attention only when there is news of a chief executive scandal, eye-popping salaries, or accounting fraud. Few companies get in hot water over who is on their board of directors.

But some corporate investigators are saying that this long sleepy aspect of companies needs much closer scrutiny because of the crucial role that boards play in overseeing corporate strategy, executive compensation, and the top managers themselves.

And board members are certainly well compensated for it. The average Fortune 200 director collected a median $228,058 last year -- which can include cash, meeting fees, stock and stock options -- according to a recent compensation survey by the National Association of Corporate Directors.

It's a plum job so why shouldn't company founders or executives appoint buddies to rubber-stamp their decisions if they wish? After all, shareholders had their chance earlier this year to vote against the directors they objected to, but few stepped up to challenge lax oversight or cronyism.

The perils of corporate cronyism

A track record of poor corporate governance links directly to high-profile business disasters, says Paul Hodgson, spokesman and senior researcher for GovernanceMetrics International, a corporate governance research firm. More

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