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.

In the fog of uncertainty that surrounds it, one thing stands out about A.I: it cannot be adequately controlled by the traditional corporate governance model. Even before the boardroom implosion at OpenAI saw the ham-fisted ousting of CEO Sam Altman, corporate boards were beginning to look like the Jurassic Park of today’s business. The idea that a small group of people with similar backgrounds and shared mindsets can properly oversee global corporate monoliths by spending a couple of dozen days on the job each year defies any notion of reality or common sense.

Inattentive and out-of-touch boards have been associated with pretty much every major corporate failure over the past hundred years. That tradition carried on with the collapse of Silicon Valley Bank of California this spring, where directors of the bank, like so many before them, professed total surprise at what was happening. OpenAI’s missteps involving its board, and the employee revolt it unleashed, confirm the track record of the dysfunctional board remains unchecked. Boardroom blunders that cause investors to take a hit are bad enough. But when something as profound as A.I. is involved, with its potential to alter virtually every aspect of society, the consequences are unfathomable.

What is needed is a new system of governance, at least for companies like OpenAI, with a wider aperture for ethics and accountability and a smaller appetite for the traditional corporate matrix of success. I’ve been studying boards for half a century. I am as fearful about the implications of a traditional corporate governance model for A.I. as some of its early pioneers are about the impact of A.I. itself. We don’t need more corporate disasters before it becomes obvious that boards that lack cognitive diversity and prioritize shareholder value over social values are unlikely to offer a post-A.I. world the protection it needs.