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ONE MORE TIME. WHAT IS THE VALUE PROPOSITION FOR ASTRONG BOARD
DOMINATED BY OUTSIDERS? Put the legal requirements for a Board to one side for a
moment. Put Sarbanes Oxley to one side for a moment. From a business perspective, why do you need competent
Boards dominated by strong outsiders? The argument goes like this: 1. Good CEOs are champions.
Champions are bred to have hubris. If they did not
have believe in themselves, they would not be aggressive CEOs. 2. In the absence of a
strong counterveiling force, some CEO Champtions will rigidily hold on
to a once successful business model that ought to be thrown away. In
the absence of a strong counterveiling force, some CEO Champions will
foolishly rush into M&A activities that defy both logic and statistical
probability. 3. This strong counterviling force
is called the Board of Directors. For a summary of a Stanford University study that supports this perspective, please click HERE. |