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The Effective Board Chair
by Gregory Boudreaux, Ph.D.
About this Handbook
Most companies in the world are governed by boards, and all boards have a presiding chair. But what do great chairs do and what lessons can they learn from other chairs, both successful and unsuccessful?
This guide is unique in the literature of corporate governance: it gives simple, clear and practical advice to chairs, with a sense of respect for the important role they play in the worldwide system of corporate governance.
About the Author
Gregory Boudreaux delivers seminars and speeches to directors and executives on issues in corporate governance, including board self-assessment, policy development, business ethics, and strategic planning.
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What does a board chairman actually do and what skills does the chair need to be effective? There are thousands of books that explain the duties of directors but almost none that focus on the unique role of the chair, the person elected by the board to be the senior-most officer of the corporation. This practical handbook, The Effective Board Chair, by Gregory Boudreaux, brings the reader into the inner workings of boardrooms to explain the real job of the chair in terms of the legal authority of the position, the governance processes that chairs use to establish effective working relationships with strong-willed executives and fellow directors, and the need for the chair to help create a boardroom culture that will meet growing public expectations for transparency and ethical behavior.
These points are illustrated through brief analyses of corporate
scandals where chairs performed poorly, including Hewlett-Packard, Enron, Disney and WorldCom. In each case the boards became factionalized and unable to work for common goals or they became so complacent that red-flag warnings were ignored. Only the chair can take on the responsibility of helping the board develop good governance processes that protect against either outcome.
Boudreaux is said to have trained and worked with corporate boards for over twenty-five years and he draws on this experience to show how boards
and managers can fail, and what they need to do to succeed. He argues
that the chairís primary responsibility is to help the board make good
decisions. In this sense, the chair is both leader of the board and
servant to it. The chair has to ensure that directors and managers
understand their respective roles, board meetings must be structured
so that directors can fulfill their legal responsibilities to carefully examine alternatives and to avoid personal conflicts of interest, and the board must be prepared to address risks that may threaten it or the company as a whole. Chairs that develop relevant skills will be of great assistance to their boards, and The Effective Board Chair demonstrates why these skills are so important.
The Effective Board Chair was published by Foremost Press. It can be ordered through local bookstores and at ForemostPress.com, Amazon and Barnes & Noble.com.
50 pp, $9.97