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Independent Corporate Board Directors
The Rising Importance of the Independent Corporate Board Director
In the broadest sense, a corporate board of directors is a group of people legally charged with the responsibility to govern a corporation. The role is centered on
- Exercising accountability to shareholders and being responsible to relevant stakeholders
- Establishing vision, mission and values
- Setting strategy and maintaining oversight
- Delegating to management
With a sea change in norms over the past decade, the role of the independent, non-executive director has become increasingly important. Associations, governmental and non-governmental bodies, advocacy groups and others have developed a variety of measures aimed at defining and promoting “independent” Boards of Directors.
Shareholder and Stakeholder Value – The Importance of a Global View
In the Board’s most fundamental role of exercising accountability, country or geography can significantly influence the degree of emphasis on responsibility to shareholders. While in the United States the focus is on the fiduciary responsibility of the board of directors to corporate assets and stockholders, in certain European and Asian settings stakeholder responsibility is also very much in the forefront. A company’s private or public legal structure adds another key and often subtle layer.
Linking Corporate Governance to Corporate Value
While such variations are critical to understand in today’s global economy, there are commonalities to all independent, non-executive directors. Primary among these is the ethical and sound practice of corporate governance. In addition to the obvious importance of individual integrity, key is the role independent corporate directors perform in promoting and ensuring structurally sound enterprises that can weather crises of confidence. By standardizing best practices in corporate governance at the firm level, independent corporate directors ultimately can provide the strongest link to shareholder and stakeholder value.
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