Role of a board of directors and corporate governance in a state-owned enterprise

Abstract

Purpose

This study aims to investigate measures established to ensure board of directors (BODs) in a state-owned enterprise (SOE) meets the organization for economic cooperation and development (OECD, 2015) guidelines criteria: how they perform their advising and control roles, and interactions within the boardroom using agency theory and OECD guidelines.

Design/methodology/approach

This research adopts a qualitative approach of a board within a SOE in Barbados involving several stages of data collection. A case study approach was used involving interviews of nine board members and seven key management staff, analysis of board minutes and annual reports.

Findings

BODs follow majority of the OECD (2015) guidelines for good governance. The Chairman allowed full discussion and input from BODs. The board members’ diverse qualifications and skills added value to the organization. However, appointments to the board were heavily slanted toward political considerations which at times may have skewed judgments. Boardroom interactions reflected quality contributions from the BODs. Decision-making was lengthy and tedious. Boardroom atmosphere could be territorial.

Research limitations/implications

Political interference remains an issue facing BODs in executing their roles. This study did not observe board meetings but perceived views via the lens of BODs and management.

Originality/value

This paper adds to the existing body of knowledge of SOE board governance based on OECD (2015) guidelines and how the board performs its advising and control roles. Insights are gained on how board processes contribute to boardroom interaction by using agency theory as the theoretical framework.

Citation

Thompson, R.M. and Alleyne, P. (2023), "Role of a board of directors and corporate governance in a state-owned enterprise", Corporate Governance, Vol. 23 No. 3, pp. 478-492. https://doi.org/10.1108/CG-05-2021-0170