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.

The otherwise avoidable fall of great men from high places always commands public attention and often history’s scorn.

It is difficult to know what the future holds for Conrad Black. We learned yesterday that he has been sentenced to 6 1/2 years in a U.S. federal prison. However much his friends interpret this as yet another form of vindication, as they did with his conviction on just four of the 13 counts on which he was tried, it is an unsettling prospect that looms ahead.

We know something of what became of Lord Kylsant of Carmarthen, however –the only other British peer to be convicted of fraud in connection with a public company. Like Lord Black of Crossharbour, Lord Kylsant, who was frequently described as the Napoleon of the Seas, was a prominent conservative and a sterling member of the British business establishment. He ran one of the largest shipping fleets in the world, which included the White Star Line of Titanic fame. Lord Kylsant was convicted of fraud for issuing misleading financial statements. He appealed and was permitted to remain free on bail. Despite mustering the best legal defence at the time, he lost his appeal and was forced to serve his 12-month sentence. During his incarceration, he was stripped of many of his titles and honors, including the Order of St. John of Jerusalem. He never entered the British House of Lords again. He retreated from society and died a few years later a broken and disgraced man. His baronage was never passed on and ended with its first and only holder.

What will ultimately become of Lord Black is something only fate knows. And fate probably has not shared her plans with him. As one who followed the triumphs and defeats of Napoleon from childhood, he must surely hope that this will be his Elba and not his St. Helena. Napoleon, it will be recalled, even implemented a number of economic and social reforms that improved the quality of life for the people of Elba. He eventually left that island to fight another day. St. Helena, the final place of exile for his ultimate miscalculation –Waterloo– was not as forgiving.

One cannot help but think that while the sentence might have been longer, it crystallizes in its fact a stunning reversal of reputation and fortune. The otherwise avoidable fall of great men from high places always commands public attention and often history’s scorn. Mr. Black was not just another back office accountant who cooked the books or one more suburban lawyer who ran off with the client’s purse. He was a man that was favored in every way from birth and was showered with advantages and opportunities that rarely fall upon mortal men. For that reason, the scale of his crimes, like the man himself, seems larger than life and still difficult to grasp. These were not offences Conrad Black need have engaged in to become wealthy or live a princely life. He had already achieved that stature.

His business empire will be remembered more for what was lost or sold off than what was actually built. And barring a miraculous return to the public’s good graces some years hence, his lasting personal legacy will be that of a man who, though he could walk with cardinals and kings, was in the end brought down by the same vice that afflicts pick pockets and back alley thieves alike: greed.

It is occasions like this, when great men stumble over rather common frailties and fall from grand heights, that the poet etched his thoughts:

The saddest words of tongue and pen are these: it might have been.