Nonfiction Book Award Status: Silver
Author Name: Deborah Hicks Midanek
Boards of directors are sitting ducks. Shareholders complain and even attack, management manipulates, and individual board members have little power, able to act only as part of the board as a whole. Governance issues are front and center, yet there is often little understanding, even among board members, of the key role that they play.
Written in an accessible and human voice, The Governance Revolution: What Every Board Member Needs to Know Now offers a riveting tour of the evolution of the corporate form and its sidekick, the board of directors. Not ready to stop there, she goes on to discuss the development of the capital markets and the current players involved, and offers an analysis of how we drove ourselves to the edge of collapse. Unlike many books on the sometimes dry subject of governance, this book is difficult to put down and provides context essential to anyone seeking to understand how corporations and their stewards—the board of directors—can and should function in the volatile world we inhabit.
Deborah Hicks Midanek offers useful insight into what board members of corporations actually do, the current standards for board members and why they exist. She includes a timely discussion of how clarity of purpose can improve board and director effectiveness. Informed by her long experience serving public, private, and family owned corporations she takes a series of stands on board practice and offers candid discussion of the issues involved in the relentless effort to improve corporate governance processes. Agree with her or not, she insists that her readers think.
Liberally laced with stories and cases illustrating the tricky issues directors wrestle with, this book is the essential common-sense companion for anyone working with a board, serving on a board, or wanting to do so. Directors, aspiring directors, investors, and students of corporate behavior will benefit from this highly readable, meticulously researched, and often entertaining description of the workings of the cloistered boardroom.
Deborah Hicks Midanek is a veteran corporate director and a pioneer in the corporate restructuring industry. She is well known for having diagnosed and remedied problems for over 60 corporations and facilitated the growth of nearly 30 other ventures, including her own. She was once described by the late Fletcher Byrom, CEO of a Fortune 25 company, as a “pure thinker” – quickly gaining a deep understanding of complex problems, while exhibiting
sensitivity to all parties involved and an extraordinary ability to assimilate and craft lasting solutions.
Deborah has been directly involved in much of the extraordinary innovation that has taken place on Wall Street over the last few decades, and in handling the consequences of its excesses. With solid knowledge of capital markets from all points of view and a long record of success in building and rebuilding companies from the bottom up, Deborah focuses on defining transitions as positive processes. Not interested in merely preserving companies, organizations
and jobs, instead she works to drive them to levels previously unimagined.
Deborah has served as director, lead director or chairman as well as committee chair (audit, compensation, governance, special independent) for public and private companies. In her first director role she organized the shareholders of beleaguered Drexel Burnham to achieve recognition by the bankruptcy court and restructured the incumbent board to favor independent directors, whom she recruited and led. She joined Drexel Burnham to start its
derivatives function, which grew to $50 billion in contracts; she then formed and led the firm’s structured products group. She is a 2011 NACD Board Leadership Fellow, the first year such designations were available.
Deborah earned her MBA from the Wharton School and an AB from Bryn Mawr College. A frequent writer and speaker on governance, strategy, and leadership, she is deeply involved in promoting entrepreneurship.