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Corporate Governance - Essay Example

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The researcher of this essay will talk about the decreasing involvement of CEOs as members of the board to lessen their influence and increase the independence of the board to ensure a more balanced governance of corporate affairs…
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Corporate Governance
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Download file to see previous pages This essay discusses that although the need for fresh blood or expertise has been recognized at the onset, an effective way of dealing with replacing board members remains a constant problem for most types of board of directors. According to Kelvin Westbrook, the role of the board has shifted from long term strategy development to governance and compliance. However, a complete departure of the board from long term strategy making will not likely to happen since both are not only essential functions of the board, but the two need to be balanced as well in every decision a board has to face. He said that boards as a matter of necessity must continue to evolve. Board of directors’ in order to mature needs to have a diversity of viewpoints. Kelvin Westbrook also spoke about how director candidates are screened, because it is important to understand the company’s strategy and direction. The challenges, issues and risks confronting the board should also be known. This will enable searches to be much more focused on the kind of skills, experience and background needed by the company in the boardroom to support the execution of the strategic plan and direction. To illustrate Kelvin Westbrook identified the need for directors with international background if the organization is heading towards expanding offshore. However, while international operation expertise is an invaluable requirement, the candidate’s knowledge of the US’ corporate law should not only be passable but a requirement. Stuart Scott Stuart Scott talked about the proper way of relieving directors of their posts without necessarily evoking hostility or discomfort to all involved. Directors are expected to have a modicum of awareness with regards to their duties and responsibilities when they attend board meetings. These expectations are borne from their responsibilities which they should be aware of. Even though directors are not bounded by the normal standards expected from ordinary employee, their actions and conduct inside the board room are expected to be beyond par. Thus, when directors display acts that are inimical to the overall mission of the board it is necessary to expect that the improper decorum will be met with enmity from the other board of directors. To maintain the integrity of the board including its effectiveness the offending directors must be relieved of their post. However, the process should be carried out with due respect to the position and to the person, no matter how undeserving he might have been. Mike Miles Mike Miles talked about the four qualities that every board of directors should be looking for, to replace or to populate their board rooms. First is a good grasp of the US business practices, laws, regulations, ethical standards principles of corporate governance: SOX, principles of accounting, ability to read a profit and loss balance sheet, familiarity with strategic planning and so on. Secondly, there must be a firm grasp of how the boardroom game is played. This would include his roles and responsibilities, the dynamics in the board room and the overall sensitivities of the board of directors in general. Third, the candidate should be able to detect BS when it is being presented to him. ...Download file to see next pagesRead More
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