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.

Is it the good turtle soup or merely the mock?

Finally, the long legal ordeal of Conrad M. Black, at least as it concerns the U.S. criminal courts, has come to an end.  There has been a trial, a jury verdict, a sentence imposed, an appeal, an appeal of an appeal, prison time served, a further appeal to the U.S. Supreme Court, another appeal hearing and a re-sentencing which will lead to more prison time to be served.  There was merit in some of his contentions regarding innocence, according to the American legal system, and there have been affirmations by that same system of his guilt as a man in a position of trust who stole from shareholders, committed fraud and obstructed justice.  Many of these and other points about Mr. Black have been covered here over the years.   The disintegration of Mr. Black’s business assets and the demise of two once profitable and mighty empires (Argus and Hollinger) under his leadership have also been widely canvassed on these pages.

It is the human, and not legal, side of Mr. Black that is of continuing interest at this point.  What his appearance in federal court for his re-sentencing on June 24th, and his statements before U.S. District Judge Amy St. Eve, revealed is a picture of two Conrad Blacks.  One once mocked shareholders as a cheap form of capital and disparaged employees of his various companies, from Dominion Stores to Hollinger, while deriding modern practices of corporate governance. Then there was that weird self-comparison he made with the nobility of revolutionary France. The other quotes from Kipling and speaks of compassion and a deep love for his family.  He even backtracks on his approach toward corporate governance and the effect of that hostility upon Hollinger.  As the poem If teaches (and Mr. Black would not be the first to have had those verses committed to memory upon the instructions of a dutiful father) triumph and defeat are indeed imposters.  But so, too, are those who clothe themselves as virtuous leaders by day, only to betray that trust in the long nights of greed and conceit.

What is more genuine and enduring is the character of an individual and how the often unexpected arrivals of success and failure are greeted.  There were clearly important aspects of Mr. Black’s character that were lacking in the past, as it is generally agreed that criminal convictions, especially those sustained through such a lengthy appeal process, are not viewed as character assets. The one exception to that rule appears to rest with many Canadian elites, who often praise the U.S. system of justice — except when it involves one of their own.  And in Mr. Black’s case, the common view among certain quarters of Canada’s most powerful and privileged is that American justice has inflicted unspeakable cruelty upon the former media baron.  Few, including Mr. Black, have had little to say over the years about the troublingly frequent incidents of wrongful conviction in Canada that have seen innocent souls spend years in prison for crimes they did not commit.

Others in Canada have been stripped of their national medals in the face of criminal convictions.  Mr. Black, however, seems still to be exempt from this precedent in the eyes of the lofty custodians of the Order of Canada, who appear to accord no legitimacy whatever to the outcome of the U.S. legal process — except for the decision of its highest court which led to some of Mr. Black’s convictions being overturned.   There cannot be one standard for Conrad Black and another for the rest.  Mr. Black made a major miscalculation when he thought along those lines.  So, too, do Canada’s elites in continuing to allow a convicted felon to hold one of the highest honors in the land.

As to how real Mr. Black’s change is and whether he sees humanity with a deeper and more kindhearted perspective than he did before, only time will reveal. We have always acknowledged that there is an admirable side to Mr. Black.  We were struck by the Conrad Black standing before Judge St. Eve, who was,by all accounts, along with others in the court, moved by his more humble bearing.   Nothing illustrates the sea change in Mr. Black more than the fact that in the effort to have the judge reduce his sentence, he chose to rely upon the character references of other felons, including drug dealers and those convicted of violent crimes — a checkered cast that a few years ago Mr. Black would have been the first to condemn.  Has Mr. Black truly changed?  Will his transformation from a status-seeking baron of excess and vainglory to one of a more fully formed human being be permanent?  As Cole Porter so aptly wondered in situations like this:  “Is it the good turtle soup or merely the mock?”

The criminal justice system will soon be finished with Mr. Black.  Whether he will be finished with it is another story.  And new travails in the civil courts and perhaps with his own health apparently await still.  His words and actions in the future will define if and how Mr. Black has really changed and whether the stained mantle of convicted felon recedes, to be succeeded by the persona of heroic champion of noble causes.

That is an outcome that will in large part be determined by the extent to which Mr. Black heeds these sound words from Kipling:

If you can wait and not be tired by waiting,
Or, being lied about, don’t deal in lies,
Or, being hated, don’t give way to hating,
And yet don’t look too good, nor talk too wise;