In the world of corporate governance, the board of directors is often viewed as the "black box" of companies: only the board members who are seated at the meeting table understand how this "decision-making machine" works. In this book, a board member with over 25 years' experience pulls off the lid and shows both how boards have worked and how they could work. This book is grounded in extensive research in three different surveys: one with more than 100 Brazilian directors, another with 340 board members from 40 countries, and a final one with 103 Brazilian directors serving on 238 boards. It also includes interviews with Ira Millstein, Sir Adrian Cadbury, Robert Monks and Mervyn King. The inner-workings of the board of directors are revealed: * What keeps directors awake at night * Obstacles to efficient decision-making * Behavioral dynamics, both within the board and in relation to the management * Pitfalls that arise from individual and group biases Based on these insights and the author's own consulting and board experience, the book presents a guide to behavioral tools enabling directors and executives to confidently navigate the boardroom, improving interactivity and the efficiency of the decision-making process. Intended for directors and executives who are directly involved in the board's activities, as well as for leaders responsible for strategy implementation, this book provides a behavioral compass for all those interacting with the "black box."
This book - the first of a two-volume series - argues that, today, stakeholder thinking has evolved into the study of interactive, mutually engaged and responsive relationships that establish the very context of doing modern business, and create the groundwork for transparency and accountability. This book makes it clear that in today's societies successful companies are those that recognize that they have responsibilities to a range of stakeholders that go beyond mere compliance with the law or meeting the fiduciary responsibility inherent in maximizing returns to shareholders. If in the past the focus was on enhancing shareholder value, now it is on engaging stakeholders for long-term value creation. The process of engagement creates a dynamic context of interaction, mutual respect, dialogue and change - not a one-sided "management" of stakeholders. Indeed, the authors believe the very term "stakeholder management" to be outdated and corporate-centric. Companies can manage their relationships with stakeholders, but frequently cannot actually manage the stakeholders themselves, because, as the activist and collaborative initiatives described in this volume suggest, company-stakeholder relationships are not one-way streets and different institutions bring different agendas, goals and priorities to the engagement. There are clear implications to the way in which stakeholder thinking is unfolding today. If in the past corporate "social" responsibility was simply seen as profitability plus compliance plus philanthropy, now responsible corporate citizenship - or corporate responsibility - means companies being more aware of and understanding the societies in which they operate. Corporate responsibility means recognising that day-to-day operating practices affect stakeholders and that it is in those impacts where responsibility lies, not merely in efforts to "do good". Companies are now faced with a wide array of challenges that mean that senior executives and managers need to be able to deal with issues including greater accountability, human rights abuses, sustainability strategies, corporate governance codes, workplace ethics, stakeholder consultation and management. Stakeholder thinking needs to capture these new realities. The global reach of multinational corporations has served to highlight the need for the (re)integration of business into society, relationships into stakeholder relations, and ethics into managerial practice. The rise in power of global activism involving NGOs, and global business involving multinational corporations, makes it even more critical today for companies to consider the power and interests of corporate stakeholders when developing strategic plans. The interactivity and mutuality of relationships described in this book make it clear that firms and stakeholders share the power and responsibility to influence both the profit potential of the firm and how the benefits of the firm's success impact on society. This important volume brings together leading academic thought on stakeholder thinking for the first time. Unfolding Stakeholder Thinking will be indispensable to corporate managers, NGOs and academics seeking greater understanding of the dynamics of stakeholder thinking in a world of rapidly changing responsibilities.A companion volume, Unfolding Stakeholder Thinking 2, focusing on practical issues such as relationship management, communication, reporting, and performance, is also available.