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.

20070131-1_mbox-sc-113h.jpgSeveral years ago, at the height of the scandals involving Tyco and Enron (WorldCom was still to come), President Bush gave a landmark speech extolling the importance of corporate responsibility and sound governance. Having been one of the relatively few voices in the business world for those concerns going back some three decades, I was astonished and frankly delighted at the time to see a president of the United States tackle these issues. Much more needed to be done than he proposed, and the final Sarbanes-Oxley Act was more hard-hitting than the administration first wanted. But at least George W. Bush voiced concerns on a subject that had not been heard from a president since FDR, when a previous crisis rocked confidence in American capitalism.

Yesterday, Mr. Bush sounded a reminder of corporate responsibilities on another contentious issue: CEO pay. Most of you will know this is a long-standing concern of mine. It is ten years since I gave a speech in which I called excessive CEO pay “the mad cow disease of the North American boardroom.” The President did not refer to the pay issue in exactly these terms, but at least his speech is another sign that this is a growing flashpoint among investors, employees and customers. It needs to be among boards of directors, too. Here is an excerpt of what Mr. Bush said in New York:

America’s businesses have responsibilities here in America. I know you know that. A free and vibrant economy depends on public trust. Shareholders should know what executive compensation packages look like. I appreciate the fact that the SEC has issued new rules to ensure that there is transparency when it comes to executive pay packages. The print ought to be big and understandable. When people analyze their investment, they ought to see loud and clear — they ought to be able to see with certainty the nature of the compensation packages for the people entrusted to run the companies in which they’ve got an investment.

Government should not decide the compensation for America’s corporate executives, but the salaries and bonuses of CEOs should be based on their success at improving their companies and bringing value to their shareholders. America’s corporate boardrooms must step up to their responsibilities. You need to pay attention to the executive compensation packages that you approve. You need to show the world that American businesses are a model of transparency and good corporate governance.

Like his initial foray into corporate governance a few years ago, Mr. Bush’s moral exhortations are unlikely to be sufficient as a force for change. But it was the beginning of a new debate at the highest level of American policy-making, and once again, a most welcome surprise.