Kennard, 48, also is a director for Nextel Partners, which competes with Hawaiian Telcom for communications services. So where do Kennard's loyalties lie?

"He is completely loyal to both" companies, said Chris Ullman, a spokesman for The Carlyle Group, which owns Hawaiian Telcom. "If there's any kind of conflict, he would recuse himself."

Kennard is confident he's in compliance with corporate governance rules, Ullman added. However, conflicting board memberships are highly irregular, particularly in the post-Enron regulatory environment, said Charles King, head of global board services at executive search firm Korn/Ferry International in New York.

"I would say that is not common," he said. "Most boards are sensitive to the issue and are reluctant to bring somebody on board that's on the board of a competitor.

"The world of corporate governance has changed dramatically in the last couple years. Boards are more and more seeking directors that are knowledgeable and independent."

Hawaiian Telcom, which was sold to The Carlyle Group this month for $1.6 billion, is Hawai'i's main telephone company. A key part of Hawaiian Telcom's strategy includes offering wireless phone service to stem a migration of customers to wireless competitors such as Nextel, which has $13.4 billion in annual sales. Part of Nextel's strategy is to snatch customers away from local phone companies such as Hawaiian Telcom.

Being on the board of both companies "puts you as a director in a very difficult position because you have competing loyalties that are hard to resolve," said Charles Elson, director of the Weinburg Center for Corporate Governance at the University of Delaware business school. "There's clearly a substantiality test, but it's something you definitely want to avoid."

Multiple board memberships raise practical considerations as well. With his appointment to Hawaiian Telcom's board, Kennard now is a director of five companies, including the New York Times Co., Dex Media Inc. and eAccess Ltd.

Three of those — Hawaiian Telcom, Dex and eAccess — are at least partially owned by Carlyle, making board membership part of Kennard's duties as managing director at Carlyle, Ullman said. The remaining two board memberships involve companies within Kennard's field of expertise, he said.

Since 2001, Kennard has been on Nextel's board, where he is a member of the Corporate Governance and Nominating Committee. His term expires this year, but Kennard has been nominated for another term. Nextel and another local wireless competitor, Sprint, plan to merge later this year.

Kennard also is chairman of the New York Times Nominating and Governance Committee. Kennard receives $90,000 annually in cash and deferred stock from the two companies, according to Securities and Exchange Commission filings.

Companies typically hold four to five regular board meetings annually. With five boards, that is about 25 meetings a year, excluding about five other committee meetings annually for each board, according to experts.

"From my view, the practical aspects of the work would concern me," said Leon Kendall, a retired professor of finance and real estate at Northwestern University's Kellogg School of Management. "Directors in this day and age should not miss meetings.

"In addition, the board meeting materials take hours to read, digest and discuss with management."

According to a 2004 survey of about 1,000 directors by Korn/Ferry, directors spent an average of 18 hours each month per company on board-related matters, which was up from 13 hours a month in 2001.

Reach Sean Hao at shao@honoluluadvertiser.com or 525-8093.