The Modern Corporate Director

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Karen Kaplan is President of the advertising agency Hill Holliday, chair-elect of the Greater Boston Chamber of Commerce, and has had a solid background of board service (presently she serves as Trustee at Fidelity Investments and a Director of DSM [Delta Dental, Doral, DentaQuest]).  She believes that the time has come for redefinition: we need the “modern director.”

The modern director not only hears what is being said by various constituencies (not just shareholders) but also listens and takes action.  In remarks before the New England Chapter of the National Association of Corporate Directors, Kaplan noted today that social media and speed of information moving in the marketplace require immediate corporate response to crises, and in fact no company is fast enough to do effective damage control.  Rather, it is the task of the board to get ahead of the public by being responsive to their expressed perceptions before corporate actions run afoul of those perceptions.

Kaplan claimed that statistics showed that consumer loyalty was driven more by public perception of the selling company than by product features.  She pointed out how quickly the public perception can force reversal of a corporate strategy: Verizon abandoned its $2 charge for on-line payments within 24 hours of adoption in the face of viral outrage at what was seen as corporate greed.

Which constituencies must be listened to?  Time Magazine’s Man of the Year was a protester!

How do you recruit directors who are attuned to reading the input from the various constituencies that can affect profit and stock price?  How do you get ahead of the 99% and direct a company away from disaster?  Kaplan suggests that adding women and minorities and  people with very different backgrounds can help.

Discussion at the meeting included references to the Occupy movement; how long, it was asked, until the Occupy people, the 99%, buy a few shares of stock and start showing up at corporate annual meetings?  Followers of my blog posts know that I believe the Occupy movement did have clear primary focus and that its perceptions have inevitably entered into the national discussion at least in substance if not by direct attribution, but somehow I just don’t see most Occupiers I met waving their ten share certificate and asking to be recognized by the chair.

Although it IS an interesting thought….

Interview on Occupy Boston Legacy

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Recently I was asked for my take-aways from the Occupy Boston movement, about which I have blogged several times; the Occupy site was just below my office window and I spent some lunchtimes talking with the tent people and taking an occasional march with them.

You can link to my interview here, or watch it below.  After the passage of time since the tents came down, I summarize preliminarily what we have learned from Occupy Boston.

Those around Boston who miss the Occupy experience can still subway to Harvard Yard, where a tent enclave is visible through the iron gates.  Alas, those gates are chained shut, and beefy security folk are checking University ID at the few open portals.  Seemingly you need a Harvard education to get close enough to glimpse the bed-rolls; just what is happening in front of Harvard Hall remains a mystery to those of us without current University credentials.

Disappearing Act

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Reagan made famous the phrase “there you go again” and I am guilty.  One day after I promised myself not to post about the now-closed Occupy Boston site, I am compelled to do it again.

From my office directly above the site, a modest irregular parcel across the street from the austere and graceful Federal Reserve Bank tower, I look down expecting to see the trash clean-up, and perhaps something of a mini-construction project.  Instead, I see — green.

Here in Boston, where the heart of downtown was torn up for three years in front of the historic old State House (where zillions of tourists each year congregate); here in Boston, where the interminable Big Dig scarred half the city for a decade; here in Boston, where police details are required to direct traffic away from the supervisors who supervise the sub-supervisors who tell the foremen to stand close to the worker on any public works job to make sure he doesn’t move too fast, we have virtually erased the Occupy site in less than one work day.

Loads of bright green sod, fully grown grass squares, have been carted in and cover a good deal of the carefully raked rich brown loam.  Hoards of orange-clad workers jump to the task of covering the offending brown.  Well over half the site has been cleansed and reclad; even now a new truck is disgorging another load of green forgetfulness.

It is almost as if —  dare I say it — someone very high up in the city government decided it was an absolute highest priority to erase every vestige of Occupy from the face of the polity.  Very important to renew this vital plot in the heart of the city (although for over two months the Occupy tents dwelt there without interference with commerce, the offices, the commuters crossing the site to South Station).

I am glad the city can replant an acre in a day.  Why it takes ten months to restore working escalators to handi-capped inaccessable subway stations is I guess a different matter.

And while I (may) have your attention, a parting shot at a column in today’s Boston Herald that to my mind focused the anomaly of Occupy.  The columnist predicted that without physical presence the Occupy movement would become a memory; he may be right.  But he continued that Occupy proved we had raised a generation of spoiled brats; apparently a discarded placard declared that student loans were the equivalent of slavery.

So let me get this straight.  Business can pay lobbyists to get tax breaks so they need not pay for the costs of government.  Businesses can set up multi-national structures to avoid paying US taxes.  Wealthy folks tax-plan within the law to reduce taxes and preserve personal wealth.  But if a student asserts that education should be free, a proposition by the way that is a given in many places and represents a rational proposal for how to run a society in an education-dependent world, he or she is a spoiled brat.

Seems to me that whoever controls the nomenclature defines the playing field.  The people who were at Occupy and argued for free tuition or other social welfare benefits are of equal moral footing with the business people, the banks, the corporations who express also the very human desire that, all things being equal, they would rather have benefits at lowest possible net personal cost.

Are the business people spoiled brats by reason of their parents? Of course not.  It is legitimate, if within the law, to run a business as a business, to lobby and to plan.  But it does not follow that the same type of efforts by non-organized, non-business-related constituencies are unworthy of expressing and attempting to achieve THEIR own legal goals; if they are selfish goals, they are no less worthy than the legitimately selfish goals of the business community.

The only difference here is that business folk don’t need to carry a sign to accomplish their lobbying.  They have people to carry their signs for them.

The Law of “Occupy”

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On December 7, Suffolk County Superior Court Judge Frances McIntyre issued an opinion that was reported as adverse to the Occupy Boston movement.  While the effect of her ruling will be the dismantling of the encampment, the ruling reflects a broader appreciation of the issues involved and deserves more careful analysis.

Before suggesting that analysis, a few words about what is happening in Dewey Square, which is directly below my office window.   Yesterday, based on the court ruling that ended the injunction against the city taking removal action, the Mayor announced that the occupation must cease by midnight yesterday, Thursday, or the city might take action against remaining protesters.  The police during the day circulated notices from the Rose Kennedy Greenway Conservancy, which owns the land underneath the tents, reflecting the same message.

Importantly the notice did not bar assembly or speech.  It stated that the park was closed from 11pm to 7am and that structures and personal property could not be left on site.  There was no suggestion that people could not assemble or speak, daily, while the park was open pursuant to standing park regulations.

During yesterday, debate and confusion filled the Occupy site and around 11pm last night some protesters promised to form a human chain around the site to protect if from police.  The numbers of people at the site actually increased by reason of the arrival of activists from other, closed Occupy city locations.  But meanwhile, very many tents were struck and removed.  Garbage trucks, some paid for by protester pooled funds, arrived to assist in the partial clean up of the debris.  Many protesters, true to their fundamental values as law-abiding folks, literally folded their tents and left, although some stayed to line up across the street and chant support.

Meanwhile, the Massachusetts Civil Liberties Union had lawyers on site and distributed information about the rights of anyone who was arrested; they counseled the writing of a lawyer’s phone number on one’s body because upon arrest all personal property was likely to be confiscated.  The Civil Liberties Union and the Massachusetts Chapter of the National Lawyers Guild contacted the Mayor’s office and counseled restraint in Boston, which was described as a city with a long and honorable history of free speech and dissent.

The press arrived in force and there was extensive Boston news coverage; trucks from the three traditional networks, from Fox and from New England News Network pulled up onto the public sidewalks (no doubt an illegal act) and sent reporters and cameras into the site, where they were freely admitted by the reasonably small number of police and moved without confrontation among the protesters.  The reporters, who noted without irony that many people had seemed to appear as mere voyeurs while they themselves were of the same ilk and were distinguishable only in that they were being paid for their voyeurism, generally reported fairly about the factions within Occupy, those who did not want a police record and were leaving, those who were defiant and wanted to stay and be arrested to enforce the message.  There were, notably, no interviews I saw with the so-called “student anarchists” who reportedly were fomenting violent resistance and who were described as wearing black hats and masks.

Wooden pallets were piled up like barricades, then mostly placed flat and carted out to garbage trucks.  Last night trash was everywhere, and belongings were loaded into many large green trash bags that seemed to sit in the walkways unattended.  Two people dragged a tent into the middle of the street and asked to be arrested, and indeed were so obliged, but otherwise the police seemed to take no action.  Their restraint to date has been notable and in sharp contrast with prior Boston police actions concerning social protests; since the same police have been hanging around Occupy for a couple of months, I suspect that some sense of mutual respect, or at least tolerance, may explain in part this restraint.

This morning I walked around and then through the center of the Occupy site.  There were four police cars on the plaza, but no uniformed police inside the outline of the site.  Perhaps two thirds of the tents were gone.  There were no people within the tents or walkways, and very few on the plaza; much of the trash was cleared, and a couple of men from Occupy were loading handfuls of trash and tarps into the back of a garbage truck that was blocking one of the lanes on Atlantic Avenue.  The rumor was that the City was going to give the protesters until Sunday to clear out entirely, although there was no way to confirm that rumor.

Rimming the site were protest signs; not that many, some defiant, some melancholy.  My favorite, based on the stated intent of some of the organizers to move to the Boston suburbs, read “Occupy Everything.”

The Mayor on morning radio, the same Mayor who once expressed support for Occupy and said there were no plans to remove the tents, expressed the wish to put this behind us and get on to the next step, “whatever that may be.”  His employees had argued in court that the tents were a fire and health hazard at the same time he was saying there was no plan to clear them; but the court decision did not turn on those arguments.

The court decision was sympathetic with the purpose of the Occupy movement, which it characterized (I believe correctly) as an invitation to an important national dialog on the economy, the impact of concentrated wealth on the national social compact, and the need for government to focus on these issues notwithstanding the partisan turn of our national debate.  But the law is, as they say, the law and courts are of course the arbiters of that law.  High points of the decision:

*protesters have the right to assemble and speak, under the Constitution, and that includes certain actions (not just words) which are treated as “conduct-which-speaks.”

*but what is protected is speech and assembly to speak, not the actual occupation which the court said “as a matter of law, is not speech.  Nor is it immune from criminal prosecution for trespass or other crimes.”

*Occupy is subject to City and Park regulations, which the court found to be valid, although the setting up of tents and sleeping is expressive and symbolic conduct.

*The decision permits the protesters to vacate the site “and request permission to set up tents or other equipment for expressive purposes,” although such actions must exclude overnight structures and sleeping in Dewey Square as same violates Conservancy guidelines.

While enforcing the law in logical fashion, the court diverted from strictly legal issues to make some social and political observations.  To say that Occupy lacks focus or solutions is to be, simply, wrong.  Every such social expression attracts all sorts of people and causes, but the theme of Occupy is and has been clear and has been consistent with reportage in all major news outlets which analyze the current reality of our country:  economic justice is in trouble today in America.  Let me quote the court itself:

“There can be no doubt that at this writing in Boston, and perhaps throughout the country, an enclave of tents and in a public park connotes the Occupy movement and their 99%/1% view.  Matters of finance and the present economic situation are of intense concern to many people.  There is considerable media attention devoted to Occupy sites, and most articles, per journalistic custom, restate the Occupy position. The media has clearly understood the plaintiffs’ [protesters’] contribution to the national conversation.”

Could have been written by one of the Occupy organizers….

The Horizontal City

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I keep anecdotal track of Boston, the horizontal city.

I know this is unscientific and subjective and smacks of the imprecision that I abhor on the internet and particularly with respect to bloggers, who have a free fire zone regardless of hard facts.  But I am nonetheless guilty, and plead in my defense as follows: I have made full confession here; I have a day job and no paid fact checker.

I started tracking the horizontal way in which Boston operates from my very arrival, when I observed that Boston was palpably divided into sharp horizontal layers along racial and economic lines.  I have observed over the years the rigidity of these divisions: the absence of people of color from: the business world,  the ranks of business attorneys,  attendance at sporting events,  nicer restaurants, neighborhoods in which I have lived and now live.

I think that about half of Bostonians are members of a racial minority.  None of my best friends come from any minority community.   I deserve no credit for this, but accept no blame.  It is a derivative of the horizontal city.

On City Hall Plaza there is a large tent which, until year-end, houses a lavish production of Peter Pan, which is the story of a rich Victorian British family whose children hang out with a flying boy of little known merit.  Attendance at this production is very expensive; our seats this past Saturday were over $100 each, no discount for children.  My anecdotal report: the kids were almost all white.  I am not allowed by my wife to actually count people of color, which is politically incorrect and smacks of profiling, but suffice it to say that the fingers of one hand would cover the task; this out of many hundreds.

I do not think that what is wrong with Boston resides in the Peter Pan tent, nor indeed in the tents of Dewey Square’s Occupy population.  All of these tents are symptoms only.  But Peter Pan, you may recall, flies back to Neverland while leaving the Darling children to grow up, suffer, fight in wars, raise children and endure the indignities of what we call life.  Peter is immune to the realities around him, in the same way as is much of Boston.  There indeed are many dedicated people who work on behalf of our poorer constituents, it is not like there is a lack of caring.  But there is a lack of real community in Boston as a city; Peter Pan is live and well in the fabric of Boston.

One is reminded of the very tired joke that goes: “Aside from that, Mrs. Lincoln, how did you enjoy the show?”   Well, Boston’s Peter Pan was a wonderful production, it reminds me of my very first theater experience, in New York in the mid-fifties, seeing Mary Martin fly as Peter.  I do not recall the audience demographics at that event, which is yet another advantage of being a child.

Poor Red Sox

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I am surprised that it is so late in the year and still no startling news from the Sox front office.  No one buys season seats because Bobby Valentine is manager, and we are getting very close to the deadline for our checks (this allows the club to have our cash interest free for several months; always pleased to help out the poor fellows).  By now, we should have had a couple of breathless announcements of signings, perhaps as fortuitous as our signing Carl Crawford.

And the Sox are in trouble in the American League East, make no mistake about it.  We have lost the best closer in the game to Philly; you many not like Papelbon but based on performance, age and durability he is the best closer around, and if he is overpriced by a few million we should not care, we have spent more than that on pure speculation.

One of the folks with whom I correspond privately about baseball is very knowledgeable [and indeed I assiduously keep private my interchanges with truly knowledgeable folks lest my own ignorance become (even more) publicly known.]  My secret correspondent notes the paucity of replacements for Papelbon, replete with analysis of records, age, salary and value placed on these closers by their present teams; the picture is not pretty.  K-Rod, Madson, Lidge, Cordero are all in the hunt but two are 35+, two are with the Phillies who nonetheless opted for Papelbon, three already made Papelbon-type money last year, one has only one season as a closer; the list goes on.

Can Bard close?  I thought this was his year to grow into it and I did not see it.  My expert tells me he has only two pitches which is one more than I noticed.  He does not seem to have a thirst for the ball.  Papelbon reminded me of Larry Bird, or Y. A. Tittle:  “I know the game is on the line and there is no room for error, so why the hell are you delaying, just give me the friggin’ ball.”  When Bard picks up the ball I think he is thinking “ouch, this thing is really really hard….”

We are likely also to lose our second-best hitter last year, Big Papi; the Big Man was grateful that Valentine flew to the DR for that golf tournament, but if you scrolled down Papi’s pronouncements you found, buried in the back pages of the Boston Globe, the admonition that it was still indeed all about the money.  Such candor could be lauded were it not so painfully venal.

We don’t have a left fielder you would have walk your dog.  We don’t have a right fielder who does not yet look different from your dog.  You have a ninety year old, much-loved starter who wants another year to watch his knuckler flutter up the plate and thence flutter up into the Monster seats (okay, he is only fifty-ish).  You have a hospital ward for the rest of your starters except for those headed for Weight Watchers (do you know how many points there are in fried chicken, guys?  it’s as bad as Twinkies).

What?  Oh, yeah, I did send in my check to the Sox for next year….

Not Much Law: Occupy from the Social Perspective

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I would write about corporate  law if it were as interesting as what is happening under my window in Dewey Square.

Yesterday the Occupy people were to move a winterized tent into the compound.  The Boston police announced they would resist this effort as no “construction material” will be allowed on site.  At noon there was a crowd 25 floors below me, and a couple of police cars (normally well out of view) but no sirens or signs of a scuffle.  While you could not tell much from up here, the news reports this morning said that the police politely turned away a fireproof tent that was procured in response to the city’s stated fear that the encampment was a fire hazard.

All this plays out against the backdrop of an already argued legal case, taken under advisement by a judge, wherein the Occupy people sought to enjoin their removal by the city.  The city has assured Occupy that while the city lacks present intent to clean our the compound (as has been done in many other places), they must reserve the right to react to prevent breach of public order or lack of sanitation or creation of public nuisance.  Boston’s blue collar mayor has been surprisingly supportive of free speech rights in this case, perhaps reflecting the demographics of his electorate (Monday’s Globe reported that poorer people and Obama supporters identify with the Occupy folks, not a surprising conclusion).

But is it in fact true that there is danger in those tents?  Or are they just the flimsly housing of the disadvantaged who are speaking their minds under Constitutional protection?

According to the head of one social service agency (with whom I spoke yesterday) whose mission is to protect runaway teens and young people, there is in fact danger lurking in the tents.  He describes a community run by student anarchists, and occupied by runaways and street people; the philosophical founders of the Boston Occupy are “back at Harvard and Tufts writing their term papers.”  He describes a community in which drugs of all sorts are freely available, where security is provided by the homeless, where runaway kids show up for the glamor and have 48 hours to be extracted or else get sucked into the sexual underground.

Every view of everything is determined by where you stand.  It is not surprising, although it is also true, that many business people I speak with find Occupy to be without focus or program; I think that that does not matter, Occupy is (or should be)  witness to a problem, they are not likely to have the answers no one else seems to have.  It is equally not surprising that social service professionals have such a frightening view of Occupy Boston — but to what extent is that view accurate, and to what extent is it just the projection of implicit judgment bent by the prism of where one is standing?

I don’t know, but I don’t like people who are not bankers or lawyers criticising Occupy.  It erodes the warm feeling I have held that democracy is being acted out from the grass roots upwards.  The idea that people in the tents are speaking truth to power is not strengthened by the picture of runaway teens getting sucked up into bad stuff.  I don’t like my idealized rush to embrace protest, where there is clearly so much to protest and so few ways to effect change, being sidetracked by tawdry revelations, particularly when they seem like they may be accurate.  It would be a shame if Occupy were to fall of its own weight and its failure to live up to my self-constructed image of what it might have been.

Marketing the Occupy Movement

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Yesterday I saw a jacket lettered on the back “Occupy Boston.”  Although the jacket was not crisp-looking and might even be viewed as ratty, it suggests some steps for the commercialization of this social protest movement.

Normally, causes advertise themselves by posters, T-shirts and buttons.  Years after a given protest movement, the posters have been thrown away, the T-shirts are the faded tops worn at the beach or to wash the car, and the buttons are either in the trash or in the top drawer, awaiting the passage of a few decades before finding their way into memorabilia shops.

But jackets are something else.  They are most typically for sports teams, sometimes for cities or whole countries, sometimes for a club or social group; but you don’t typically see them for social protest movements.  How often have you seen jackets that proclaim “Vets against the War” or “Socialists of America” or “Mothers for Bank Regulation”?  (I exclude and refuse to discuss the seemingly bizarre trend of jackets that say on the back “Police” or “Sheriff” or “FBI” although they always have worried me on grounds of impersonation of a peace officer.)

Now that we have seen the cutting edge, the potential here, and noting that Occupy is going to need cash for food, winter warmth and defense lawyers, let us offer some marketing advice to our brothers and sisters on the barricade:

SHOT GLASSES:  There is a smart market from collectors of souvenir shot glasses.  Minimal art work is required. Glass is cheap to buy and as a single item (collectors want examples, not whole sets) a quick mover at a good price point.  (Ditto souvenir spoons, and with those comes the opportunity for a souvenir master spoon rack with an overall “Occupy” motif and notches for spoons from various cities.)

SOUVENIR PLATES: These usually come in sets of 8 or 12, and are suitable for wall mounting in middle class dining rooms.  Scenes from different cities, perhaps Currier-and-Ives-style hand-colored scenes of police clearing a particular public space, can also offer job opportunities for Occupy graduates seeking to reenter the job market, although the hand coloring does require a steady hand.

T-SHIRTS: Always a favorite, and permits a wide variety of content, including the ever-popular mild obscenity.  They will need to attend to stocking all sizes, of course.

GAME-USED MEMORABILIA: Sports teams sell used balls and uniforms, home plates, basketball nets, football helmets, pucks.  Occupy can cut up older site-used tents, bed rolls and picket signs.  Effective marketing requires some organization to authenticate provenance, yet another potential profit center.

The point for me is this: until now, Occupy has been accused of being unfocused and without program or purpose.  Now we can win over the critical elements of the business community which have expressed these negative views by making the Occupy movement its own business;  Chambers of Commerce will demand installation of Occupy communities in their own cities, thus also solving our unemployment problem.

Soon, Occupy people will become part of the 1%!  We call this further proof that America truly is the land of economic opportunity.

Papelbon Leaves Red Sox for Money! Imagine….

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Back from three days in a cabin in the mountains with almost no contact anywhere, hiking with deer and porcupines and nameless large poop that made us think “bear,” I return to learn, indirectly, that “Papelbum” is gone. For some reason – perhaps because he is a moron? – I am neither surprised nor unhappy yet, if you compare his career to many other “closers” who had no staying power, he has been net super for us and will I agree likely continue. In  any event we will not do better.

The team may not believe in the concept of dedicated “closers,” but each game gets closed by someone so all we can really say is, either the team gets 9-inning starters (we cannot even get enough 5-inning starters!) or they will employ closers,  and if management wants to call them something else I guess owning a billion dollar business gives you a lock on lots of things including nomenclature.

The team has announced flat ticket prices.  It is hard to envision the team’s composition at this point, but I think spectacular moves will be forthcoming.  They did it each of the last few years when things did not look depressing, as they do now.  We have outfield holes, starter holes, righty holes, and mojo holes.  Holy moly, ain’t we got holes.  They will do something before they want our money, and it is likely to be flashy even if unwise because they really do not want to drop down into their waiting list for season seats and ruin the attendance karma which, for management, is much better than winning ballgames because it generates cash;  the last time I rang up a bill at Whole Foods and told the cashier we were even because the Sox won last night they called the cops on me….

My 8 year old gasped, when I told him, “You mean he left the team???!????”   So really truly sad, I could cry.  He LEFT the team, he abandoned us when we put so much trust in him.  Loyalty to the team is the myth we give the kids and still cannot rid ourselves of, after all these years and all these lessons. “ Yes,”  I replied, trying brutal frankness and watching an 8 year old both age and acquire cursed wisdom at the same time, “he left for money.  Remember they only do this for the money.”  Matthew looked glum; he should look glum.  Loss of innocence always sucks.