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Building Boards That Perform
Published By Briefings Magazine
Authored By Robert E. Hallagan and Dennis Carey
When the concept of independent boards was developed, it was envisioned that boards would not just protect shareholder interests but also become a strategic asset and source of continuous competitive advantage for their companies.
As the years progressed, however, some boards fell short, failing to add or even damaging shareholder value. Other boards performed admirably as fiduciaries and monitors of performance, but little more. And then there is the gold standard: elite, high-performing boards that do much more than mundane corporate caretaking.
The National Association of Corporate Directors Blue Ribbon Commission on Board Evaluations and Board Effectiveness, co-chaired by Ken West and Robert E. Hallagan, addressed this in 2012. The commission decided early that boards could not be evaluated in a vacuum, seeing a need for a framework for high-performance boards to benchmark.
That framework includes inner and outer circles. It starts at the core with the board’s commitment “to be a valued asset of the company, measured by the contribution we make — collectively and individually — to enhance shareholder value,” and ends in the outer circle — a company that is maximizing long-term shareholder value.
Every activity within the circles must contribute to organizing a board in a manner that…
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