Corporate Governance & Organization Life Cycle

Over the past 30 years, much has been written about the direct relationship between board composition and firm performance. However, the final results of the quest for empirical proof to measure the impact of this relationship are inconclusive. This is partly due to differences in operationalizing board composition and also partly due to the fact that various definitions of the term performance are used, including financial performance, firm performance, and market performance. More fundamentally, however, it is because a firm's performance, no matter how narrowly this word is defined, is the end result of a large number of factors, of which board composition is only one. More meaningful, therefore, is the study of the various ways to improve board performance. Effective boards are those in which the strengths and expertise of the members match the needs of the organization at any given time. Therefore, in today's fast-changing environment, the present research suggests a need for a proactive management of the board composition in anticipation of major external/internal organizational changes as well as during the various phases of a firm's life cycle. The theoretical review of the extant research on board role and composition that is covered in this book is comprehensive not only in terms of the use of major theories relevant to corporate governance but also in terms of the analysis of business scenarios that could affect the role and composition of the board throughout an organization's life cycle. This research, which was undertaken over many years, delivers valuable insights on directors' motivations to join a board and on the meaning of two key directors' selection criteria (i.e., required board experience and independence). When the pool of candidates is limited, more competence and more independence become contradictory objectives, and this dilemma has not been adequately addressed by policy makers. The board of directors represents a core component of the corporate governance system in the western economies. Anyone interested in corporate governance and research in this field would benefit from the theoretical framework developed in this book. Qualitative researchers would also be interested in the methodology used during the fieldwork. Senior executives and board members represent a notoriously challenging population to observe and interview.