IESE Research Papers
No D/589:
Independent board directors: How to improve their contribution to the family business
Miguel A. Gallo ()
Abstract: This study is based on information obtained from two
questionnaires, one sent to the presidents and CEOs of a sample of family
businesses and the other sent to independent members of the Boards of
Directors of the same businesses. The main points of agreement and the main
differences of opinion between these two groups are identified and grouped
under the following headings: 1) governance practices; 2) reasons for
retaining or seeking the resignation of independent board directors; 3)
reasons why independent board directors do not give the best of themselves,
and 4) most appreciated and most missed qualities in independent board
directors. The most important findings are: a) The main reasons for
including independent board directors are to improve the structure of
corporate governance and to resolve succession problems; b) The main
reasons for seeking the resignation of independent board directors are lack
of the necessary personal qualities, lack of the right relationship with
the other directors, and calls for their resignation from significant
shareholders, and c) According to independent board directors, the main
reasons why they fail to give the best of themselves are that the owners
are not genuinely committed to having a professional and effective Board of
Directors, and the fact that important decisions are made by the family
without taking the independent directors' opinions into account. The
authors put forward six propositions to help get the most out of
independent board directors and offer some recommendations on how to
improve the structure of family business governance.
Keywords: independent board directors; corporate governance; family business governance; (follow links to similar papers)
25 pages, May 12, 2005
Before downloading any of the electronic versions below
you should read our statement on
copyright.
Download GhostScript
for viewing Postscript files and the
Acrobat Reader for viewing and printing pdf files.
Full text versions of the paper:
DI-0589-E.pdf 
Download Statistics
Questions (including download problems) about the papers in this series should be directed to Silvia Jimenez ()
Report other problems with accessing this service to Sune Karlsson ()
or Helena Lundin ().
Programing by
Design Joakim Ekebom
