国际顶尖MBA申请交流平台--TOPWAY MBA

Although recent censure of corporate

boards of directors as “passive” and

“supine” may be excessive, those who

Line criticize board performance have plenty

(5) of substantive ammunition. Too many

corporate boards fail in their two crucial

responsibilities of overseeing long-term

company strategy and of selecting.

evaluating, and determining appropriate.

(10) compensation of top management. At

times, despite disappointing corporate

performance, compensation of chief

executive officers reaches indefensibly

high levels, Nevertheless, suggestions

(15) that the government should legislate board

reform are premature. There are ample

opportunities for boards themselves to

improve corporate performance.

Most corporate boards’ compensation

(20) committees focus primarily on peer-group

comparisons. They are content if the pay

of top executives approximates that of

the executives of competing firms with

comparable short-term earnings or even

(25) that of executives of competing firms of

comparable size. However, mimicking the

compensation policy of competitors for the

sake of parity means neglecting the value

of compensation as a means of stressing

(30) long-term performance. By tacitly detach-

ing executive compensation policy from

long-term performance, committees harm

their companies and the economy as a

whole. The committees must develop

(35) incentive compensation policies to empha-

size long-term performance. For example

a board’s compensation committee can, by

carefully proportioning straight salary and

such short-term and long-term incentives

(40) as stock options, encourage top manage-

ment to pursue a responsible strategy.

Q15

The passage suggests which of the follow-

ing about government legislation requiring

that corporate boards undergo reform?

A. Such legislation is likely to discourage

candidates from joining corporate

boards.

B. Such legislation is likely to lead to

reduced competition among com-

panies.

C. The performance of individual com-

panies would be affected by such

legislation to a greater extent than

would the economy as a whole.

D Such legislation would duplicate

initiatives already being made by

corporate boards to improve their

own performance.

E Corporate boards themselves could

act to make such legislation unnec-

essary.

答案是D。可是我为什么没有体会出来呢？请教好心人。