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An Outstanding Contribution for the Thoughtful Board Member,
This review is from: Corporate Governance Matters: A Closer Look at Organizational Choices and Their Consequences (Hardcover)The authors work at the Stanford University's Graduate School of Business. David Larcker is James Irvin Miller Professor of Accounting. Brian Tayan is a member of the Corporate Governance Research Program.
Some governance books are written from a legal perspective. Some books about boards are written from personal observations. Some publications are "Best Practice" guides.
This book is different.
It is a dispassionate review of evidence based research in the field of corporate governance. It is designed for practitioners who are serious about understanding the complexity they must confront.
It is a book for Board members and students of governance to have at the ready. When the appropriate topic presents itself to the reader, this book will provide a thorough overview and present relevant studies to the topic at hand.
In addition to the physical book, there are web based resources to keep the material fresh.
The good news about this book is that it is wise and comprehensive. There is no "one best way." There is a presentation of different and sometimes conflicting research. Readers must be comfortable enough with themselves to draw their own conclusions from the evidence.
For example, the chapter on executive compensation covers internal inequity of CEO pay, the role of compensation consultants in creating high levels of CEO compensation, short term incentives, long term incentives, pay for performance, deferred payouts, performance-based stock options, etc. The authors manage to deal with these topics in almost a conversational tone and never get into preaching. They are informed guides and will show how reputable studies might contradict each other and why.
The structure of the book is suitable for practitioner Board members or for students taking a graduate course on corporate governance: Board of Director Duties; Board of Director Selection; Board Structure; Labor Market for CEOs and Succession Planning; Executive Compensation; Financial Reporting and Audit; Institutional Shareholders and Activist Investors; and Corporate Governance Ratings.
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