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.

A G8 Muskoka Legacy of Profligate Spending and a Proliferation of Garbage Cans

Far from setting the right example as the host country, Canada’s lavish G8 spending shows the Harper government knows neither restraint nor sound judgment as it asks other nations to cut their deficits.

It is a time when, we are told, when most nations of the world are, or should be, focusing like a laser on curbing the growth of government debt and stemming excessive expenditures.  It is ironic then that when the leaders of the G8 nations descend upon Muskoka this week for their summit in the heart of Canada’s cottage country, they are unlikely to see the thick blanket of public spending hypocrisy that covers a land of pristine rocks and lakes.  It is not the only anomaly that makes Muskoka a strangely disconnected place for a G8 summit.

For reasons that defy logic, but evidently not crass political expediency, some $50 million has been doled out to communities and local councils throughout the region in the name of the G8 summit.  Canada’s Conservative government, led by Stephen Harper, calls it the G8 legacy infrastructure fund. Under this plan, towns and villages, some of which are an hour or more from the site of the G8 meeting, have been given vast sums to spend on public washrooms, new roofs, elaborate town welcome signs built out of stone, and garbage cans — lots and lots of garbage cans.  The larger symbolism of associating litter bins with the G8 meeting does not seem to be something that occurred to the Harper government or to the local communities that sprouted all those garbage cans.

One town was given $1.5 million to improve its main street after spending close to that amount five years ago — on its main street.  It has some very fancy designs embedded into the pavement and brand new garbage cans — lots and lots of garbage cans.  In fact, there appears to have been a peculiar outbreak of fear throughout Muskoka that has prompted the need for a sudden increase in litter bins, which can be seen lined up like sentries every twenty feet or so on the main streets of several of the region’s hamlets.

Another town had so much money thrown its way that it was unable to fully spend its allotted $1.2 million by the deadline.  It did manage to buy more garbage cans though — lots and lots of garbage cans — as part of what it calls its G8 legacy project.  Of course, no G8 leader will ever set foot in any of these outlying communities, much less make use of the public washrooms, the newly shingled arena or even a single garbage can.

Few in Muskoka, where billionaires and American film stars make their summer homes and luminaries like conservative commentator David Frum can been seen dockside debating against a quickly melting ice cream cone, seem terribly bothered by this display of largesse.  In fact, Muskoka could be a location that other politicians come to for tax and spending lessons.  Local taxes have soared by more than fifty percent over the past four years.  Water rates have risen by at least that.  Some councils have racked up a level of debt in the same period that is triple their total annual operating and capital budgets.  The head of the regional government has been in office longer than North Korea’s Kim Il Sung.  Like Mr. Kim, he is not elected by the people.  He is appointed by other members of the regional government.  There is little appetite for change.  In Muskoka, it is not uncommon to find local elected representatives holding office for a quarter century. Most local communities don’t have any effective ratepayers advocacy and the vast majority of citizens don’t bother to vote in municipal elections.  Local councils frequently hold meetings behind closed doors.

Muskoka is known for many things — family cottages, dazzling lakes, the haunting late night call of the loon — but leading the way in transparency and accountability, the twin forces that are transforming governance around the world, does not appear to be among them. That alone makes the location for the G8 rather peculiar.  Nor does the idea that fiscal restraint and deficit reduction, acknowledged by governments everywhere as a key to economic survival, appear to be something the Harper government thought should be applied to the G8 meeting in Muskoka, even though his government is running a $50 billion dollar deficit.  It should be borne in mind that the security and logistics costs have to be duplicated in Toronto for the G20 meeting that is to follow.  Estimates of more than a billion dollars have been given by government officials as the price tag for G8 and G20 security alone.  Smart use of scarce resources is a challenge facing all government as they enter a new era of fiscal constraints.  With all its duplication and unnecessary spending, the handling of the G8/G20 by their host country under Stephen Harper seems not to be the model to follow.

A $50 million spending spree may be small compared with the other costs of the summits.  But it is emblematic of the wrong signal being sent at just the wrong time.  If Canada wants other nations to commit to cutting deficit spending, it cannot put itself in the position of mindlessly throwing money around when the notion strikes it.

Whatever else may be said about it, the G8 in Muskoka will be remembered for its record costs and for the easy slush fund it created for towns and villages when the focus of the world is on exactly the opposite direction in public spending.  And it will be remembered for all those garbage cans — lots and lots of garbage cans, which, to many, may be an apt symbol after all.

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.