There is no substitute for a culture of integrity in organizations. Compliance alone with the law is not enough. History shows that those who make a practice of skating close to the edge always wind up going over the line. A higher bar of ethics performance is necessary. That bar needs to be set and monitored in the boardroom.  ~J. Richard Finlay writing in The Globe and Mail.

Sound governance is not some abstract ideal or utopian pipe dream. Nor does it occur by accident or through sudden outbreaks of altruism. It happens when leaders lead with integrity, when directors actually direct and when stakeholders demand the highest level of ethics and accountability.  ~ J. Richard Finlay in testimony before the Standing Committee on Banking, Commerce and the Economy, Senate of Canada.

The Finlay Centre for Corporate & Public Governance is the longest continuously cited voice on modern governance standards. Our work over the course of four decades helped to build the new paradigm of ethics and accountability by which many corporations and public institutions are judged today.

The Finlay Centre was founded by J. Richard Finlay, one of the world’s most prescient voices for sound boardroom practices, sanity in CEO pay and the ethical responsibilities of trusted leaders. He coined the term stakeholder capitalism in the 1980s.

We pioneered the attributes of environmental responsibility, social purposefulness and successful governance decades before the arrival of ESG. Today we are trying to rebuild the trust that many dubious ESG practices have shattered. 


We were the first to predict seismic boardroom flashpoints and downfalls and played key roles in regulatory milestones and reforms.

We’re working to advance the agenda of the new boardroom and public institution of today: diversity at the table; ethics that shine through a culture of integrity; the next chapter in stakeholder capitalism; and leadership that stands as an unrelenting champion for all stakeholders.

Our landmark work in creating what we called a culture of integrity and the ethical practices of trusted organizations has been praised, recognized and replicated around the world.


Our rich institutional memory, combined with a record of innovative thinking for tomorrow’s challenges, provide umatached resources to corporate and public sector players.

Trust is the asset that is unseen until it is shattered.  When crisis hits, we know a thing or two about how to rebuild trust— especially in turbulent times.

We’re still one of the world’s most recognized voices on CEO pay and the role of boards as compensation credibility gatekeepers. Somebody has to be.

It’s so hard to fire a CEO for cause that many boards don’t try, even when ethical problems are involved.
The Wall Street Journal, October 30, 2006

Scary, isn’t it? In the often courage-challenged culture of the North American boardroom (British boards are having more success in curbing runaway CEO pay, according to a recent Financial Times report)) the full extent of directors’ inability to assert common sense and protect the interests of stakeholders becomes increasingly apparent. A central problem persists. As long as boards are composed mainly of current and former CEOs who have a vested interest in perpetuating the status quo and all the trappings that go with it, as long as board membership continues to be drawn from the same overused pool of like minded people with similar backgrounds, as long as directors continue to think that all the problems of the company can be solved by doling out more and more millions to the CEO like some giddy aunt stuffs fruits and nuts in the annual Christmas cake, the disconnect among pay, performance and the board’s ability to govern will continue.

There is only one missing factor that is required to bring about the change the whole world outside the boardroom, including every directors’ mother, knows must take place. It’s called leadership. North American boardrooms need to find their modern-day Churchill. Now, there was a man who knew a thing or two about turning a dysfunctional ship around. Real leaders like this have taken on world scale tyrants and dictators with amazing success. There is no reason why they cannot set things right with a few petulant, garden-variety CEOs. No reason, except that there is no one even close to the boardroom equivalent of the man who saved civilization.

Why this is so is a question shareholders and thoughtful stakeholders might wish to ponder.