Board on Task: Developing a Comprehensive Understanding of the Performance of Boards

Massimo Belcredi, Guido Ferrarini (eds.) Boards and Shareholders in European Listed Companies, Cambridge University Press 2013

25 Pages Posted: 29 Oct 2013

See all articles by Jaap W. Winter

Jaap W. Winter

Vrije Universiteit Amsterdam; University of Amsterdam; Insead

Erik Van de Loo

INSEAD

Date Written: October 27, 2012

Abstract

The corporate governance crisis at the start of this third Millennium and the financial crisis only a few years later, have cast doubts on the way boards of directors of companies function. Lawyers and (financial) economists have developed narrow perceptions of boards and their roles that are unable to explain board performance in reality and the factors that determine it. A comprehensive and integrated approach of boards is required to truly understand what drives board performance. Such an integrated approach necessarily includes behavioural aspects. In this paper we focus on a crucial element in the analysis of board performance: what it means for a board to be On Task. On the basis of an Organisational Role Analysis we describe the interaction between executives and non-executives that constitutes board activity. The concept of the Board On Task helps to understand and assess board performance in practice. It also offers a comprehensive conceptual framework for conducting novel research in understanding board performance. We conclude with some policy implications.

Keywords: corporate governance, board dynamics, agency theory, organisational role analysis, board performance

JEL Classification: D23, G34, K22

Suggested Citation

Winter, Jaap W. and Van de Loo, Erik, Board on Task: Developing a Comprehensive Understanding of the Performance of Boards (October 27, 2012). Massimo Belcredi, Guido Ferrarini (eds.) Boards and Shareholders in European Listed Companies, Cambridge University Press 2013, Available at SSRN: https://ssrn.com/abstract=2345910 or http://dx.doi.org/10.2139/ssrn.2345910

Jaap W. Winter (Contact Author)

Vrije Universiteit Amsterdam ( email )

De Boelelaan 1105
Amsterdam
Netherlands
+31653978419 (Phone)

University of Amsterdam ( email )

Oude Manhuispoort
Amsterdam
Netherlands

Insead ( email )

Boulevard de Constance
77305 Fontainebleau Cedex
France

Erik Van de Loo

INSEAD ( email )

Finance area, Boulevard de Constance
Fontainebleau 77305
France

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