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Missing in Action
Column
By Glenn Davis   
Thursday, 01 September 2005
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If women are such a major force at the cash register, why are they still relatively rare in the boardroom?

With the exception of perhaps a few personal-care products, there are probably just a handful of companies that market their products principally to men; even then, these businesses are smart enough to realize that women can influence the sales of the razors and shaving cream the men in their lives use.

No, in today's world, everyone from car manufacturers to travel companies consider women an important force in buying decisions. That even extends to the Internet, where a recent survey by Forrester Research for shop.org, an association of online merchants, reported that cosmetics, fragrances and other products that women have historically purchased are among the fastest-growing categories on the Web.

If women are such a major force at the cash register, why are they still relatively rare in the boardroom?

One Director in Six
According to several recent surveys of large, publicly traded companies, women hold a small, but growing, share of corporate board seats. A recent study of the Fortune 100 co-sponsored by Catalyst, the not-for-profit women's advocacy group, puts the share of women directors at 17 percent; meanwhile, a survey of the broader Standard & Poor's (S&P) 500 says that women hold 16 percent of all board seats among the companies studied, up from 12 percent in 1999.

Among the S&P 500, 87 percent of all companies have at least one woman director, but only four boards have female membership of 40 percent or more: Pepsi Bottling (40 percent), Albertson's (50 percent), Avon (55 percent) and Golden West Financial (56 percent).

The good news is that more companies are recognizing that inviting women to serve on corporate boards makes good business sense. Approximately one-quarter of new independent directors who joined the S&P 500 in 2004 were women - the largest one-year increase ever. As a result of the increased responsibilities the Sarbanes-Oxley Act places on senior management and directors, CEOs and COOs are serving on fewer boards outside of their own. Consequently, board-nominating committees are working harder to identify qualified candidates among the top rungs of the corporate ladder - and more are discovering women.

Benefits of Diversity
For years, companies have sought to have a mix of business experience on their boards. When the financial services industry discovered consumer marketing several decades ago, retail banks and brokerage firms lined up at the doors of leading soap and cereal makers to bring their executives' insights to boards dominated by investment bankers, lawyers and other Wall Street types.

And just a few years ago, when nearly everyone, it seems, caught dot.com fever, the technology sensations of the Internet sought out advisors with more traditional business experience.

In recent years, the definition of "diversity" among corporate boards has expanded to include age, race, gender and national origin, as the domestic U.S. market has become more diverse and as U.S. companies have sought to expand sales of their products and services abroad. Today, public companies are still looking to diversify, but for different reasons. One major factor is Sarbanes-Oxley, which requires the boards of Securities and Exchange Commission registrants to have a majority of independent directors.

In addition, Sarbanes-Oxley mandates that only independent directors with financial experience serve on audit committees. Both trends stand to benefit women interested in service on corporate boards.

Finding Women to Serve
How, then, can companies today - midsize as well as large - find qualified women to serve on their boards? And how can women who are interested in becoming directors burnish their credentials for future board service?

One person with firsthand experience on these subjects is Rosina B. Dixon, M.D., a physician, consultant and corporate director. Dixon has served as a director of Church & Dwight Co. Inc., a consumer products company best known for its ARM & HAMMER baking soda brand, for more than 25 years.

She also serves on the board of Cambrex Corp., a life sciences company, and Enzon Pharmaceuticals, a biopharmaceutical firm. In addition, Dixon has been an active member of the National Association of Corporate Directors, a leading non profit membership organization serving the corporate governance needs of both corporate boards and individual directors.

According to Dixon, the scarcity of women on boards does not reflect a lack of ability. "The few women with whom I serve on boards and the few women I've met through the National Association of Corporate Directors are all extremely competent and well-regarded by their co-directors," she says. "Women just haven't moved up the career ladder in business as quickly as they have in other fields.

"When I chose medical school, I don't think the Harvard Business School even accepted women; you went to Radcliff and attended a few classes, but you didn't get a Harvard Business School degree. And yet the medical school had already had women there for 50 years." Dixon says the situation has changed: "Women account for a substantial minority, if not a majority, of the enrollment in many business schools today."

Networking is Key
Dixon also points out that women who raise a family while maintaining a career often do not have the time for the kind of networking it takes to meet enough people to get known and be thought of for board activities.

"When people have choices about what they're going to do with their time, women are more likely to devote their energies to their families at those crucial ages - 30 to 45 - to a greater extent than a majority of men, who may have more time to play golf and network with important people," Dixon says. "Although larger companies often have a budget to retain a search firm to help find new directors, board members tend to recruit people they know, or who are recommended to them.

"You're not going to get a 'yes' if you ask some perfect stranger you pick out of a business magazine to join your board. People tend to go with people they know, people they can convince to join the board."

Dixon's career as a director herself is a case in point. When Cambrex wanted to add a director with pharmaceutical experience, Cyril C. Baldwin, then Cambrex's CEO, immediately thought of Dixon because they had served together on the Church & Dwight board.

Nominating Committee's Role
A board's nominating committee is responsible for identifying and recruiting new directors. It should maintain a succession plan that describes when directors joined the board, when they have to leave and an inventory of their strategic business skills.

Because women are not as prevalent among the ranks of senior management as men, nominating committees may need to dig a little deeper to find prospective candidates among the executive ranks. "Nominating committee members have to get to know some of the women they think they'd like to invite to join their board," says Dixon, who recommends the National Association of Corporate Directors and other corporate governance organizations as places to meet prospective candidates.

"There's no reason to cut the talent pool in half," Dixon says. "Just because a woman who has raised a family has come up the corporate ladder at a moderate pace, don't just assume she's a moderate-paced kind of person.

"You get to 45-50 [years of age] when your kids are all out of the house, and all of a sudden you end up with incredible energy and an ability to do a lot of networking."

As for women seeking board membership? "You've got to succeed at your primary career," Dixon advises. "That's the No. 1 credential. In addition, you should be high enough up the corporate ladder that you participate in setting the strategic direction of the company, and you need to know something about managing people, about working in groups and teams."

Glenn Davis is partner-in-charge of corporate governance services for J.H. Cohn LLP www.jhcohn.com a major accounting and consulting firm based in Roseland, N.J. He can be reached at 973-871-4039 or This e-mail address is being protected from spam bots, you need JavaScript enabled to view it .

 
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