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Wednesday, May 21, 2003 10:19:12 AM
But, it should be very clear that the Board function is critical to the long term success of every publicly owned enterprise.
I general terms, the BoD 1) sets policy, 2) ensures policy is carried out, and, 3) hires, reviews and fires the CEO.
It now appears to me that Harry Campagna, CoB, is the key figure in the renaissance of InterDigital. Data Rox provided history showing that Harry loaned funds to InterDig at what was probably a very tough time. Then Harry's involvement expanded.
It looks to me, for example, that Harry (director since 1994)hired our current outside directors: Roath (1997), Colson (1998), Clontz (1998).
I see some significant positives here. Shareholder advocates are demanding more outside directors at other companies. Harry and InterDig saw this need early on and created a seemingly very independent BoD with 4 of 6 being outsiders. Also, each of these outside directors appears to bring substantial, high level management experience to their InterDig roles.
Recruiting qualified Directors is not easy - the liabilites are substantial (an important consideration for successful business people who already "have it made"). I'd guess that Harry had to make a major effort to get these guys - especially in light of Interdig's history of struggle and failure.
An additional positive is that Harry created separate CEO and CoB positions - this, too, is a major issue for shareholder advocates today.
My bottom line is that the corporate structure (which, it appears, Harry built) is very pro-shareholder and is likely to provide optimal long term results.
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