role of board of directors in strategic management pdf

The selection process is often based on who is willing and who is the most qualified, although seniority may come into play. Done right, this step can provide exceedingly helpful input to the process of coming to a strategy recommendation to the board. H�\�ݎ�0����ܽX%��1�"$�v%.���> $�F*! 0000009123 00000 n Director experience, the selection of new CEOs, and change in corporate strategy, Boards of directors and corporate financial performance: A review and integrative model, Urban differentiation, characteristics of boards of directors, and organizational effectiveness. G3,L22 ABSTRACT This paper is a survey of the literature on boards of directors, with an emphasis on research done subsequent Abstract views reflect the number of visits to the article landing page. These positions are filled by board members. Newton, Cameron Sejjaaka, Samuel K. The annual elections typically align persons with the leadership know-how or an expert in the industry space of the company.

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Nicholson, Gavin 3)  Geographic Representation – This model focuses on the members/investors whom the board member represents.

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If it doesn’t, its members should be fired or choose to resign. Clearly, this has echoes of the one extreme end laid out above: coming to the board with a fully baked strategy. If a board that meets just a few days a year can do a better job of setting strategy than the CEO who is in the business 24/7, then the board has the wrong CEO. Don’t fall into the trap of hiring someone to manage the business because he/she is out of work and needs a job. 2)  Proactive Board – This model is of a proactive board that speaks as one voice. Ntayi, Joseph M. and To avoid this, just have a conversation about them at the start. h�b```b``�g`e`��a�g@ ~��CƆ M&"��>oXW}?� (�6��*!_�� uٝ���}�:��fU��$�Z|Z��J��h�4K&�͜��U�M�j�6{�uѮ�'FgT_.oqtc�ܯ5C2��na��v�!�����d�*�V)))��ut40��� q��46�@�dqqE沆�y��� The board of directors also sets the compensation level for this position. The Board of Directors is the visionary body for the Chapter. K. Nkundabanyanga, Stephen What is the proper role of a board with respect to company strategy? Investopedia: Board of Directors (B of D), Strategy+Business: Strategy and the Board, Risk management and the Board of Directors (.pdf); Watchell et al. This model is proactive in taking advantage of emerging opportunities and is especially valuable for entrepreneurial businesses. and

Kerrick, Sharon A. and Below are four governance models.

management and strategic direction of the organisation and for delivering accountable corporate performance in accordance with the organisation’s goals and objectives. Harvard Business Publishing is an affiliate of Harvard Business School.

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A CEO clearly in charge with a board helping to provide sage advice is the perfect combination for boards and strategy. Roles of the board in amateur sporting organizations , Journal of Sport Management 11 : 160 – 176 . Nkundabanyanga, Stephen K. Directors may feel the strategy needs to address the emergence of new competitors, the slowing of growth, technology disruption, or an increasingly bloated cost structure. Mike Boland, director, The Food Industry Center, University of Minnesota. D'Mello, Jason The BOD protects the company's share values during transition times by ensuring continuity in leadership in times of CEO succession. What is best for the organization will usually also be good for the various members/investors and the stakeholders in the community. It is in charge of making sure the audit is done in a timely manner each year. 2)  Provide direction for the organization. to strategic planning. In company law, a company is regarded as a person, and a board’s role is care for that “individual”, looking after its long-term survival, growth and prosperity. This refers to the board as a group and focuses on defining the rules of the group and how it will function. An example of this is a school board where an individual is elected to represent certain interests within the community.

The CEO or general manager is responsible for hiring all of the other employees and overseeing the day-to-day operation of the business.

Note, the CEO isn’t asking for ratification of a particular approach, but rather seeking advice and feedback on the potential solutions – which resonate more, what concerns remain outstanding, how possibilities could be modified, etc.

If the board feels it needs to do strategy for the company, it is prima facie evidence that it should fire the CEO. In light of the accountability to the shareholders, the BOD frequently weighs up a company's risk of missing the corporate objectives and the consequences that this would have on dividend distribution, or the financial return to the company. 612-625-3013, Recruiting, Selecting and Developing Board Members and Managers, Business Strategy and the Board of Directors, Governance Issues Unique to Start-up Businesses. Githens, Rod Patrick 0000006878 00000 n Each culture is dictated by the backgrounds of the individuals on the board. The BOD is fiscally accountable for the company.

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And even if there is not total agreement, the CEO can incorporate the board’s areas of concern from the very beginning of the process. An examination of the relation between management and boards of directors in large American corporations, Joint ventures and interorganizational interdependence, The external control of organizations: A resource dependence perspective, Common method biases in behavioral research: A critical review of the literature and recommended remedies, Corporate directing: Governing, strategising and leading in action, Strategic governance: How to assess board effectiveness in guiding strategy execution, TVA and the grass roots: A study in the sociology of formal organization, Good governance principles (AS 8000-2003), Boards at work: How directors view their roles and responsibilities, Control and collaboration: Paradoxes of governance, Collaboration in the boardroom: Behavioral and performance consequences of CEO-board social ties, Who directs strategic change? 2014. xref %PDF-1.5 %����

So it is natural for a director to think that this is how all boards function. Often you have directors who have previously been on boards where they have been chosen to represent a certain group or have been a rubber stamp for the manager.

2014. The board has a fiduciary responsibility to represent and protect the member’s/investor’s interest in the company.