The role of the board is to govern the business by providing vigorous and diligent oversight in key areas such as strategy and risk. It is not, however, able to manage the company’s operations through interference with management’s responsibility. These responsibilities are meant to help the executive and CEO teams create value for shareholders.
To perform their tasks effectively boards must have a clear governance framework and structure. This includes a clear division of responsibilities from the chairperson down to the individual directors as as a process for decision-making that is established for determining the priorities.
A solid board governance framework requires a well-practiced method for arranging meetings, including the agenda items. It also contains a robust governance structure that outlines clearly the purpose of the board as well as its relationship with management. The framework includes a declaration of the board’s governing standards and values, such as integrity and transparency.
The board should also have a clearly defined plan for selecting a CEO, developing the person’s profile and overseeing the succession. It should have a clearly defined strategy for addressing urgent issues that arise and be ready to shift its focus and activities if the need arises. The rules and procedures of the board must be in sync with the business, and the board must be in a position to anticipate and respond to the changes that are occurring in today’s fast-moving and highly complex environment. In this regard, board members must make an unwavering dedication of their time and effort to their duties on the board.
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