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boards as the firm’s steward

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1 - The Changing Nature and Functions of Boards of Directors
Jordi Canals, IESE Business School, Barcelona
Book:

Boards of Directors in Disruptive Times

Published online:

16 November 2022

Print publication:

03 November 2022, pp 18-67
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Summary

Chapter 1 offers an overview of recent corporate crises and their relationship with the dominant model of boards of directors. I also present a brief historical review of boards of directors and explore why the current generation of boards that was born in the 1990s has fallen short of its expectations. Understanding why the current model has not been effective is relevant. In parallel, a close-up view of the inner workings of some boards sheds additional light on a conundrum overlooked by large-sample statistical studies. A board should understand the company’s business and the industry in which it operates, make sure its long-term orientation is sound and expand their scope beyond simple shareholder value maximization.