Saturday, November 12, 2011

Assessing RIM's Approach to Corporate Governance

Yesterday, RIM's stock closed at somewhere near $19 on the TSX. The stock has fallen off so much that the value of the Company hovers around it's book value.

As a key role of the Board of Directors is to protect share holders, it got me wondering about how well RIM's Board has performed it's governance duties - and why there hasn't been more focus on RIM's Board.

Based on RIM's definition of the role of their Board from their website, here's my assessment:


Board Responsibilities from RIM Company Site
Rating (1 low – 5 high)
Rationale
Ensure that a culture of integrity is created throughout the organization
1
Not taking accountability for the Company's performance is a powerful signal.
Oversee and approve the Corporation’s strategic initiatives and implementation of such initiatives
1
Key strategies have failed and implementation (BBX, Playbook) has been chaotic and disappointing.
Assessing the principle business risks of the organization.
1
The Company's product and infrastructure strategies are key risks the Board apparently missed.
Overseeing the Company’s compliance activities, including the areas of legal/regulatory compliance…
3
The Company appears to meet it’s basic legal/regulatory obligations however it’s approach to disclosure (below) is questionable.
Monitoring the Co-Chief Executives performance.
1
Tough to argue that the co-CEO's have performed well. Even worse, the co-CEO's are also the Co-Chairs of the Board, making it impossible for the Board to fulfill this responsibility.
Adopting and monitoring a disclosure policy for the organization.
1
RIM has consistently failed to announce the departure of key senior execs, raising a question about what else the Board has deemed not material.
Monitoring the integrity of internal control and management information systems
?
Hopefully.
Developing the Corporation’s approach to Corporate governance
1
What approach to Corporate governance?

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