董事会主席对董事参与的影响:基于案例的董事会决策探索

The influence of board chairs on director engagement: A case‐based exploration of boardroom decision‐making

Corporate Governance: An International Review · 2018
被引 83
ABS 3

中文导读

通过录像和访谈三家公司的董事会会议,发现主席的参与程度与董事的参与度呈负相关,提示主席应扮演更支持性的角色。

Abstract

Abstract Manuscript type Empirical Research question/issue This study seeks to better understand how board chairs, as leaders and equals, shape the context for other directors to engage in their governance roles. Research findings/insights Using a combination of video‐taped board meetings and semi‐structured interviews with directors at three corporations, we found a generalized and negative association between chair involvement and directors' engagement during board meetings. Theoretical/academic implications Our empirical results suggest that the chair's role can be viewed as a paradox, requiring both (i) strong leadership to counter managerial power, and (ii) a more subtle orientation as peer to fellow directors that enables other board members to contribute to boardroom decision‐making. Moreover, our study revealed the transitory nature of both chair contributions and directors' engagement during meetings, highlighting the potential and need for further unpacking of the temporal dimensions of boardroom decision‐making processes. Practitioner/policy implications Our analysis suggests a revision of the implicit prescription in the literature for board chairs to be active leaders who lead from the front. Given that chair involvement appears to reduce director engagement during meetings, our research hints at the need for a more supportive role of the chair during boardroom decision‐making that is in line with non‐traditional leadership models https://youtu.be/urcJHJHRXwc .

公司治理董事会领导力决策过程