Boards at Work How Directors View their Roles and Responsibilities

by Stiles, Philip; Taylor, Bernard

• ISBN13: 9780199258161
• ISBN10: 0199258163
• Format: Paperback
• Copyright: 2003-01-02
• Publisher: Oxford University Press

Summary

The first detailed analysis of the internal working and the external relationships of the boards of Britain's leading companies. Responding to calls for greater scrutiny of Boards of Directors, this book presents an in-depth examination of directors of UK organizations, drawing on the accounts of directors themselves as to their roles, influence, and the potential and limits to their power, finding boards to be important mechanisms in maintaining the strategic framework of the organization.

Author Biography

Philip Stiles is a Lecturer and Senior Research Associate at the Judge Institute of Management Studies, University of Cambridge. He is a member of the Centre for Corporate Leadership and Accountability at Cambridge and is researching into a number of areas including board dynamics, the Chief Executive succession process, and the relationship between both institutional and private investors and the organization. Bernard Taylor is Executive Director of the Centre for Board Effectiveness and Emeritus Professor of Strategic Management at Henley Management College. He is Director of the European Council on Corporate Strategy and Senior Adviser to the European Council on Corporate Governance and Direction for the Conference Board Europe.

Table of Contents

List of Tables	xi
Abbreviations	xii
The Changing Expectations of Boards of Directors	1	(9)
The board's domain	4	(1)
The rise of corporate governance	5	(3)
The structure of the book	8	(2)
Perspectives on the Contribution of Boards of Directors	10	(14)
Theories of boards	11	(8)
Scope and limitations of the theories	19	(5)
Researching Boards of Directors	24	(7)
Methods	24	(5)
Data analysis	29	(1)
Conclusion	30	(1)
The Strategic Role of the Board	31	(29)
Theoretical debates	32	(2)
Models of strategy	34	(3)
Setting the strategic context	37	(3)
Maintaining the strategic framework	40	(7)
Strategic content	47	(4)
Discussion and conclusions	51	(2)
Appendix	53	(7)
The Control Role of the Board	60	(26)
Defining control	61	(2)
The board's use of control systems	63	(7)
Focusing organizational attention: Control as diagnosis	70	(3)
Assessment of senior managers	73	(5)
Discussion and conclusions	78	(2)
Appendix	80	(6)
The Institutional Role of the Board	86	(20)
Relationships with shareholders	87	(9)
Boards and stakeholders	96	(3)
Establishing contacts with the external environment	99	(1)
Discussion and conclusions	100	(1)
Appendix	101	(5)
The Dynamics of Board Process	106	(11)
Relationships within the board	107	(6)
The role of trust	113	(2)
Conclusions	115	(2)
Conclusions	117	(13)
Building relationships within and around the board	117	(2)
The board's strategic role	119	(1)
The board's control role	120	(1)
The board's institutional role	121	(1)
Theoretical debates	122	(2)
Practical implications	124	(2)
Implications for policy-makers	126	(1)
Enhancing accountability	127	(3)
Appendices	130	(8)
References	138	(17)
Index	155