Corporate raider has college of business at Drexel University
EXCERPT:
Bennett S. LeBow '60, '98 Hon.

Bennett S. LeBow is a 1960 graduate of Drexel University, where he earned a degree in electrical engineering. In 1998, Drexel's College of Business and Administration was named LeBow College of Business in honor of Ben's generous philanthropic contributions to Drexel University. Ben also endowed the Bennett S. LeBow Engineering Center, a state-of-the-art facility that houses Drexel's College of Engineering.

Value Investment Congress Investment
EXCERPT:
What is the Value Investing Congress?
The Value Investing Congress is the place for value investors from around the world to network with other serious, sophisticated value investors and benefit from the sharing of investment wisdom.

Our world-renowned faculty of successful investors present timely investment ideas, examine key concepts of value investing, and reflect on past misjudgments to help you become a more successful investor.

Hedge activists
EXCERPT:
Do's and don'ts for corporate raiders
Peltz got three board seats at Wendy's while Icahn fell flat in his campaign against Time Warner management. Here's a look at why.

Bennett S. LeBow at Drexel university
Focus on LeBow
Winners of Baiada Center Incubator Competition Announced
Winners of Drexel University’s LeBow College of Business Baiada Center for Entrepreneurship Incubator Competition were announced on June 2 at the Laurence A. Baiada Center for Entrepreneurship’s annual conference held at World Café Live in Philadelphia. Six teams, comprising Drexel undergraduate and graduate students and their colleagues, competed to win space in the Baiada Center Incubator and other prizes for their startup operations.

LeBow College of Business Enters Agreements With Chinese Universities
Dean George P. Tsetsekos, Ph.D., recently returned from China where he signed agreements on behalf of LeBow College with Antai College of Economics and Management at Shanghai Jiao Tong University and with Fudan University’s School of Management, both in Shanghai. These two agreements serve to formalize an exchange for students, faculty, scholars, and academic information to benefit both institutions.

ECGI Research Newsletter
EXCERPT:
Eliezer M. Fich, Bennett S. LeBow College of Business,Introduction

This, the third edition of the ECGI Research
Newsletter, focuses on the important topic of boards.
Sitting at the centre of everything a company does,
the board is also central to corporate governance.
By their nature, however, boards are diverse in
structure and conduct.

Research on this broad topic is important but
difficult mainly because empirically, it is not easy to
look inside the boardroom. What research can do is
observe the differences in board structure and
behaviour. Theorising and drawing inferences from
observable differences had led to considerable
debate.

Some of the themes of the research covered in this
newsletter are board structure and the differences
between the unitary and two tier models, the dual
role of boards as advisors and monitors, and
company and board performance in relation to
board compensation, gender diversity and the time
commitment of independent directors.

The research is given context by the views of a
leading academic, a partner in a leading executive
search firm and a director with both full-time and
independent board experience. The featured book
on corporate governance and chairmanship is by one
of the founding fathers of corporate governance, Sir
Adrian Cadbury.

The ECGI is extremely grateful to the Fédération des
Experts Comptables Européens (FEE), the
representative organisation for the accountancy
profession in Europe, for kindly agreeing to sponsor
this new initiative over the next three years in
recognition of the valuable work they believe the
ECGI is undertaking.

In this edition

• Introduction page 1
• Research digest pages 1-5
• An academic viewpoint page 5
• A practitioner viewpoint page 6
• A director’s viewpoint page 7
• Book review page 8

Research digest
Six working papers on this topic have been published by
the ECGI. The papers set out the authors’ propositions in
detail and supply the accompanying evidence. This Digest
pulls out some of the key strands from the papers which
can be downloaded from the SSRN website via the ECGI
website www.ecgi.org.

Board Models in Europe. Recent Developments of
Internal Corporate Governance Structures in Germany,
the United Kingdom, France, and Italy
Klaus Hopt, Max Planck Institute for Foreign Private and
Private International Law, Hamburg & ECGI and Patrick C.
Leyens, Max Planck Institute for Foreign Private and Private
International Law, Hamburg (Law # 018/2005)

The core problem of corporate governance is the
separation of ownership and control. In this paper the
authors start by setting the scene with an historical model,
the Verenigde Oostindische Compagnie (VOC) which helps
to explain the later concentration of both management
and control in the hands of a single board, as has been
predominant in Europe since the nineteenth century.

They then move on to look at the typical two tier board
which exists in Germany and then the unitary board model
of the United Kingdom, comparing the two separate
models and highlighting the German concept of codetermination.
Companies with 2,000 workers or more
must have half their supervisory board composed of labour
representatives. The casting vote of the chairman gives
slightly more power to shareholders but there is no doubt
that this heavy level of worker participation has caused
problems, not least the problem of raising finance on the

1
Effective Boards
european corporate governance institute
VOLUME 3 / WINTER 2006
www.fee.be
2
international capital markets. The effect of codetermination
can be to put the company into a straitjacket,
the employee representatives are very unlikely to
agree to any suggested strategy which is likely to result in
job losses, therefore foreign investors are understandably
reluctant to invest in a German co-determined company if
global markets offer alternative investments which are not
subject to co-determination.

The third part of the report sets out some reforms in France
and Italy which indicate a strong movement towards
organisational flexibility at board level and a clearer
distinction between management and control. In France, it
is already possible to have either a unitary or a two tier
board structure. The majority of French companies have
opted for the unitary structure but there is now a third
model, introduced in 2001 in the Loi Nouvelle Régulations
Economique (NRE), which still relies on the unitary
structure but separates out the role of Chair and CEO,
previously held by the Président Directeur Général.
In Italy, the Testo Unico of 1998 introduced specific rules
for listed companies. Following the traditional structure,
the company will be run by the consiglio di
amministrazione. A mandatory second board, the collegio
sindacale, will serve as an internal auditing device. The
tasks of the collegio sindacale have been extended to
include the supervision of compliance, of the
organisational structure, and the accounting system.

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