Directorship Theory: Kuhn, the Copernican Monster and the Crisis in Capitalism

32 Pages Posted: 6 May 2012

Date Written: August 1, 2010

Abstract

Research Issue: This paper proposes a general theory of corporate governance and identifies four conditions predicted to affect the performance of, and relationship between, boards and top managers.

Research Insights: A theory of corporate governance based on:

• formulating an irreducible purpose for the board; • identifying four antecedent meta or primary functions of the board; • creating a taxonomy of corporate governance tasks classified according to each function; and • determining the unique roles and types of behaviour for the board and top managers according to each function.

Theoretical and Academic Implications: The theory provides a framework to identify previously unrecognised relationships and conditions affecting the broader team responsible for performing the functions and tasks of directorship.

Practitioner & Policy Implications: The theory may be instructive in developing a comprehensive “standard” to inform the development of:

• alternative best practice recommendations; • minimum educational requirements for directors and top managers; and • more effective diagnostic models and instruments.

Keywords: Corporate Governance, Directorship, Governance Theory, Directorship Team, Board Top/Management Relationship[comma separated]

Suggested Citation

Tunjic, Peter, Directorship Theory: Kuhn, the Copernican Monster and the Crisis in Capitalism (August 1, 2010). Available at SSRN: https://ssrn.com/abstract=2050864 or http://dx.doi.org/10.2139/ssrn.2050864

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