|
|
a satisfactory alignment between the board composition, board member characteristics, and the particular phase of the life cycle in which the organization is operating.
Once the conceptual foundations are established through the literature review in chapter 1, a theoretical framework is developed in chapter 2, with the objective of exploring the changing functions of directors during the various phases of an organization’s life cycle and assessing the impact of these changes on board selection criteria. The model recognizes that certain functions of the board, such as monitoring, advising, and interfacing, change over time. The analysis examines these changes during different phases of an organization life cycle and their influence on the performance of the board’s basic functions. The theoretical framework developed in chapter 2 does not attempt to prove or disprove the existence of organization life cycles, nor is the purpose to examine the linkages between phases of an organization development. Rather, the main objective is to look at how organizational change leads to change in the board’s role and composition.
Other factors that affect board member selection and the composition of boards include external ones, such as the Sarbanes-Oxley Act (SOX) in the United States and the application of the Ontario’s Bill 198 in Canada, and the key changes are summarized in appendix A. Thirty-four directors were interviewed in order to determine whether these recent changes in the legal framework have impacted directors’ views on the selection criteria of their peers and, if so, to what extent. The rationale underlying the use of a qualitative methodology to address these issues is discussed in chapters 3 and 4. Differences between academics’ and practitioners’ perceptions on the board role and composition can be observed.
While academic analysis is comprehensive and has provided indispensable analytical tools and methodologies needed to understand complex governance issues, it can be remote from real life and may not adequately reflect the richness and complexity that exists in various business contexts. At the other end of the spectrum, the practitioner’s view appears more pragmatic but may be fragmented in that each