Inside Corporate Boards: What Makes Them Tick?

Graeme Cocks, Melbourne Business School
Jens Mueller, Waikato Management School
Morina Rennie, Regina University, Canada
Coral Ingley, Auckland University of Technology

Abstract

Much of the literature in the area of boards of directors looks at the board as a single entity, without considering the elements within the board that make the board what it is. While both the macro and the micro aspects of boards are deserving of study, the latter has not received as much attention, although this is changing. There have been calls for more research that takes a behavioral approach in the board of director context. In this research we seek to look inside the board and gain insight into some of the elements of boards that may contribute to board performance. We report on longitudinal research from 2006-2008 that looks specifically at duality of chair/chief executive and director, independence of board members, board member motivation and commitment, and board dynamics. We find that the call for new independent directors is increasing, especially for SMEs. We find that a key motivator for board members is to “do good”, which we consider a challenge for firms and that many board members see themselves as having a high level of commitment to the director role, rather than excellent competence in technical areas of governance.