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.

Happy Fourth of July, Trooper James McNichol, Civil War Veteran. You Helped Save a Nation. Will We Be as Successful with Our Planet?

A house divided against itself will not stand, President Lincoln once said. Today, he might have observed that a planet divided against itself will not survive.

Many people know Muskoka, that part of Canada celebrated for its pristine lakes, majestic white pines and granite rock landscape, as a summer playground for the rich and famous. A number of prominent Americans have had summer homes here for generations. Goldie Hawn is a famed recent arrival to the world of palatial “cottages.” Steven Spielberg is a regular visitor.

On hot Friday afternoons all summer long, you can see the squadrons of gleaming corporate jets in the sky waiting to land at a local airport. The biggest boardroom titans among them have helicopters ready to whisk them off to their gilded, sand-surrounded mansions. No problem with high fuel costs among these CEOs. Thank you, shareholders.

My family’s connections to the area go back about 150 years. I spent part of every summer here as a child, and still do years later. There have always been extended family gatherings in July. Still, it came as something of a surprise when a brief archaeological sojourn through the cemetery where some of my own ancestors rest revealed the headstone of a veteran of the American Civil War named James McNichol. His grave had gone unnoticed and untended for most of the time since he died in 1921, a fact that immediately prompted my sister to decide -rather brilliantly, I think- that it would be only proper on this Fourth of July to recognize a son of a once imperiled union with a small floral gesture in the form of a rose. But it was not just any rose she had in mind. The stem from a “Mr. Lincoln,” named after the President who saved the union, emancipated the slaves and under whom James McNichol served, was importuned from our family garden – one of the oldest continuing private gardens in Muskoka – at her direction. We placed it on the veteran’s headstone with appropriate reverence and a short prayer of remembrance invoking his name on the date that marks the beginning of the American experiment with democracy.

When this fellow moved up to Muskoka, presumably in the latter part of the 19th or early 20th century, it was a very different place than it is today. Its chief attraction has always been its wondrous natural environment. But that treasure is surely being squandered by local governments, aided and abetted by apathetic ratepayers and absentee owners. Most towns in the area don’t even have recycling bins in public parks or on their main streets, much less policies to fight climate change and global warming. Pesticides are still uncontrolled by local ordinances (which they call by-laws) and anti-noise provisions are rarely enforced. A few years ago, smog advisories were unknown in this area. Today, they are as common as they are in major cities. Municipal vehicles are regularly left idling for long periods at a time. High gas prices seem to be no bother to local governments when property tax rates can jump 15 percent in a single year and town managers who preside over populations of 10,000 inhabitants are paid more than $100,000 annually.

Weak municipal development standards and a cavalier approach to the environment on the part of local officials have also made the area a dream come true for developers who command city-type levels of density and easy clear-cutting policies for the newest giant retail outlet. It can be quieter in Central Park than it is in many parts of Muskoka. Some residents are forbidden to plant trees (the front line soldiers in the battle against global warming) or even small shrubs on their boulevards because, it is claimed, some day – say, fifty or a hundred years from now – they might interfere with the power lines. That trees and power lines have managed to coexist peacefully in virtually every major city of the world is a fact that seems not to have made its way so far north. And the stench from an ever ballooning procession of snowmobiles in the winter is sure to make even a hardy Manhattanite sick.

There are many reasons for these conditions. Chief among them, however, is that modern municipal governance practices are not a highly valued commodity here. It is not uncommon to find someone working in the development department of a municipality one day and then for a developer on a project they previously oversaw the next. Key local government meetings are routinely held behind closed doors. Meaningful scrutiny of the political scene by the local media is virtually non-existent. When it comes to covering mayors cutting the ribbon at the newest ice cream shop, however, the pages brim with news. Most people don’t bother to vote in municipal elections, and many of the best informed and most highly educated people who would not tolerate such weak environmental and governance practices where they live the rest of the year seem to put their brains on vacation when they come north. Local leaders are happy to keep it that way, and local residents often prefer not to rock the small town boat for fear of winding up like some hapless character from the TV series Survivor and being kicked off the island.

All of this is really a terrible betrayal, on the part of both municipal politicians and too-often absentee wealthy ratepayers, of a beautiful ecology that should be preserved as a legacy to future generations. Instead, it is becoming threatened by over-building of box stores and condos and besmirched by weak or non-enforced property standards that make the Ozarks look neat. This is a place where an overheated economy has produced carpenters and stone workers who won’t consider any project under $25,000 (if they will even return your call), lawn cutters who command $50 an hour per man for their advanced skills and local plumbing contractors who have taken on the trappings of the nouveau-riche.

There are, of course, many wonderful things about this area that stand the test of time, and there are still plenty of nice people with strong old-fashioned values. But Muskoka, whether the heavy-hitters who descend in July and depart in August or its own locals will admit it or not, is in a fight for its survival along with the rest of the planet. One cannot begin to conceive of the size of the carbon footprint that these tycoons, and even garden variety CEOs, create when they enter and exit the community in their private jets. Many of the companies who own them claim to be exemplary corporate citizens. They boast the highest standards in environmental protection and eco-friendly policies. Yet they see no disconnect between what is expedient for them and what is the opposite for the environment. One wonders how much more environmental destruction there will have to be before that message hits home.

This much is certain: business-as-usual is not one of the strategies that is going to win the battle against climate change. Taking clean air, abundant water and a bulwark of forests and ancient pines for granted is the one path that will ensure their demise. Great nations sometimes must stand against the political forces that would tear them apart. So, too, must the same spirit be marshaled to overcome the forces that threaten human existence on this earth, especially when they are created by humans themselves. A house divided against itself will not stand, as President Lincoln taught. It might also be said that a planet divided against itself will not survive.

For now, it is nice to know that Trooper McNichol and his commander-in-chief are once more united, at least metaphorically -even in Muskoka. A veteran of the Civil War has been remembered again so many years after the struggle that assured that the vision of a government of, by and for the people conceived in a muggy Philadelphia in the summer of 1776 would not die. It is a good lesson in many respects.

We are eternally grateful for their courage and what they did that allows Americans at home, and the admirers of that great land abroad, to say, as we have always done in my family each Fourth of July: God Bless America.

Behind the CEO Push for Curbs on Global Warming

Some high profile CEOs are taking action to support legislation to curb emissions that contribute to global warming. Like President Bush’s recent speech on excessive CEO pay, the subject of recent comment on these pages, it comes as a surprise to many.

In his Wall Street Journal column this week, where he praised the CEOs for taking the lead, Alan Murray asked “Why has the business community suddenly turned green?”. There are several reasons, of course, not the least of which is the hope of getting in on the ground floor to help draft the legislation they know an alarmed public and a Democratic Congress will demand. Some companies, like GE, where CEO Jeffrey Immelt is spearheading the move for new laws, stand to make huge profits from nuclear sales and other measures to stem emissions. But there is a larger issue to consider here before we go around handing out awards to CEOs for doing the obvious (which will probably be taken by some as another excuse for bigger bonuses). My comment responding to Mr. Murray’s piece is available at the Forum section of the Journal or below for those without a subscription.

Would we be wondering why Captain Smith slowed down when he had reports of icebergs nearby? Unfortunately, he did not. The rest is history. It was called the Titanic.

When disaster’s portents surround us, it is wise to act and not stand back and allow the unthinkable to happen. We hire leaders for their vision and ability to avoid calamity, not for their propensity to sound the alarm after catastrophe occurs. In that regard, it is a sad commentary on the quality of business leadership that we have to ask, “Why are they doing it?” when many less illustrious figures saw the dangers some time ago and have attempted to adjust their own conduct, and those of their policy-makers, accordingly.

It is not leadership these CEOs are engaged in by responding to the dire fears of climate change at this point. It is manning the lifeboats.