Toward a Systems Architecture in Corporate Governance

60 Pages Posted: 8 Feb 2023

See all articles by Robert C. Bird

Robert C. Bird

University of Connecticut - School of Business; University of Connecticut School of Law

Julie Manning Magid

Indiana University - Kelley School of Business - Department of Business Law

Date Written: 2021

Abstract

A new and powerful systems architecture is driving corporate governance. This architecture will improve board of directors’ decision-making, strengthen compliance and risk management protocols, empower gatekeepers such as lawyers and accountants to better monitor, and enhance the social contract between business and society. The purpose of this article is to promote a systems approach to decision-making in matters of corporate governance, highlight the importance given to systems by recent Delaware courts, and present recommendations for boards of directors to optimally situate themselves within an effective organization-wide system of governance.

Keywords: Corporate Governance, Systems Thinking, Shareholder Litigation, Caremark

Suggested Citation

Bird, Robert C. and Magid, Julie Manning, Toward a Systems Architecture in Corporate Governance ( 2021). University of Pennsylvania Journal of Business Law, Vol. 24, No. 1, 2021, Kelley School of Business Research Paper No. 2021-4349901, Available at SSRN: https://ssrn.com/abstract=4349901

Robert C. Bird (Contact Author)

University of Connecticut - School of Business ( email )

368 Fairfield Road
Storrs, CT 06269-2041
United States

HOME PAGE: http://businesslaw.business.uconn.edu/robert-bird/

University of Connecticut School of Law ( email )

55 Elizabeth Street
Hartford, CT 06105
United States

Julie Manning Magid

Indiana University - Kelley School of Business - Department of Business Law ( email )

Bloomington, IN 47405
United States
317-274-2275 (Phone)
317-274-3312 (Fax)

Do you have negative results from your research you’d like to share?

Paper statistics

Downloads
68
Abstract Views
240
Rank
591,696
PlumX Metrics