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Boards That Deliver

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Boards That Deliver

Advancing Corporate Governance From Compliance to Competitive Advantage

Jossey-Bass,

15 min read
10 take-aways
Text available

What's inside?

How to build a board of directors that exercises real oversight, prepares for the future and understands the present.

Editorial Rating

8

Qualities

  • Applicable

Recommendation

A spate of high-profile corporate meltdowns ended the days of high-flying CEOs who also ran their companies’ boards of directors. Instead, regulators, shareholders and the public now demand that corporate boards oversee CEOs and protect shareholder interests. Ram Charan lays out what your board can do to maximize its positive contributions and add value to the company. His writing is clear and to the point. This book is very helpful for board members who are trying to find their way in the post Sarbanes-Oxley world of corporate governance. Charan provides useful questionnaires to help you analyze the state of your company and its board on several crucial points. getAbstract recommends this book to board members, potential board members, and others who have an interest in modern boards and corporate governance.

Summary

How Boards Are Changing

After the notorious Enron, WorldCom, Tyco and Adelphia scandals, and the enactment of the Sarbanes-Oxley Act and other reforms, you would expect modern boards to be more independent. However, in the wake of many years of dominance by CEOs and combined CEO-chairs, most boards were not immediately equipped to take charge. While board members try to provide responsible corporate governance, their individual levels of readiness, experience, talent and ability to collaborate inevitably vary. Boards tend to pass through the following stages as they evolve from old-fashioned CEO-driven governance to contemporary active oversight:

  • Ceremonial – This old-style board more or less rubber-stamped the CEO’s agenda.
  • Liberated – After Sarbanes-Oxley, directors got more engaged and involved. The downside is that they might tinker too much with day-to-day business. The publication of General Motor’s “Guidelines for Corporate Governance” in 1994 provided an early example of a liberated board in action. Most companies are still in this stage.
  • Progressive – These boards look to the company’s long-range success, beyond...

About the Author

Ram Charan advises corporate directors and CEOs. He is the best-selling author or co-author of Know How, Boards at Work, What the CEO Wants You to Know and other business titles.

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