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This study seeks to explore how non-executive directors address governance problems on Dutch two-tier boards. Within this board model, challenges might be particularly difficult to address due to the formal separation of management boards' decision-management from supervisory boards' decision-control roles.

Semi-structured interviews and a questionnaire among non-executive directors provide unique insights into three major challenges in the boardrooms of two-tier boards in The Netherlands.

The study indicates that non-executive directors mainly experience challenges in three areas: the ability to ask management critical questions, information asymmetries between the management and supervisory boards and the management of the relationship between individual executive and non-executive directors. The qualitative in-depth analysis reveals the complexity of the contributing factors to problems in the boardroom and the range of process and social interventions non-executive directors use to address boardroom issues with management and the organization of the board.

While policy makers have been largely occupied with the “right” board composition, the results highlight the importance of adequately addressing operational challenges in the boardroom. The results emphasize the importance of a better understanding of board processes and the need of non-executive directors to carefully manage relationships in and around the boardroom.

Whereas most studies have focussed on regulatory initiatives to improve the functioning of boards (e.g. the independence of the board), this study explores how non-executive directors attempt to enhance the effectiveness of boards on which they serve.

Despite the extensive study of director interlocks very little is known about gendered director networks. Boards of directors are primarily male; globally, only 5‐20 per cent of directors are women and change is described as glacially slow. The extent to which women directors are central to the network, or pushed to the margins, is unknown. Using the tools of social network analysis we extract the components of three director networks, a global and two national networks and locate the women directors. The paper aims to examine the persistence of director networks over time to determine whether gender related differences – apart from size – contribute to the apparent resistance to change.

The paper uses a longitudinal approach, comparing director networks on a global network scale (2004 and 2007 Fortune Global 200) and a national one (2004 and 2007 New Zealand Stock Exchange) with the iconic 1999 Fortune US 1000 dataset. After extracting the largest connected component, the female directors are separated out. From the 2004 and 2007 data director turnover is calculated to determine the stability of the networks.

Female directors are more likely to be found in the largest connected component of the mixed gender network, indicating that they are not marginalised. Despite high turnover rates, director networks are stable over time which may manifest as resistance to change.

The structure of gendered director networks is unknown and the location of women directors in the network components has not been considered in board diversity research. The results point to an underlying gender equity in all director networks. A new theoretical approach, glass network theory, has implications for boardroom diversity interventions.

This paper aims to investigate the intersection between corporate governance and management accounting information within the board meeting of an English further education college.

The empirical fieldwork uses an interventionist approach. Board members’ mental models of a management accounting boundary object are analysed.

The paper supports Parker (2007) and Cornforth and Edward’s (1999) observation that within a board meeting, collaborative “micro-management” type talk is considered to lie outside the acceptable remit of non-executive and executive board member interaction. Such an attitude can prevent an intertwining of management accounting information and other mental models of an organisation occurring. This can preclude management accounting information from rendering an organisation visible, in an expansive manner, within a boardroom.

Interventionist researchers working within the black box of the board are encouraged to design more radical and collaborative interventions than the interview/report format used here.

Non-executive directors might benefit from being offered the opportunity to interact with management accounting information outside the formal board meeting and committee structure.

A deeper understanding of how directors’ mental models, boardroom behaviours and attitudes influence their interaction with management accounting information is offered. Insight into the limitations of using management accounting information in the boardroom is developed.

This paper aims to explore the impact discourse has on decision making practices within the boardroom and considers how personal proficiency in micro-language use can enhance an individual’s personal efficacy in influencing boardroom decisions. The work uses Habermas’ theory of communicative action to critique board talk, highlighting the need for greater understanding of the power of everyday taken for granted talk in strategy shaping. It illuminates the contribution that human resource development (HRD) professionals can make to the management of such behaviour and minimising dysfunctional behaviour and enabling effective boardroom practices.

Traditional governance theory from a business and organisational perspectives are provided before considering the boardroom environment and HRD’s role. The authors undertake ethnographic research supported by conversation analysis to explore how directors use talk-based interpersonal routines to influence boardroom processes and enact collective decision making. The authors provide one extract of directors’ talk to illustrate the process and demonstrate what the data “looks like” and the insights it holds.

The analysis suggests that the established underlying assumptions and rationale ideologies of corporate governance are misplaced and to understand the workings of corporate governance HRD academics and professionals need to gain deeper insight into the employment of talk within boards. Armed with such insights HRD professionals can become more effective in developing strategies to address dysfunctional leadership and promote good governance practice throughout their organisation.

The work raises a call for HRD to embrace a societal mediation role to help boards to become a catalyst for setting good practice which is strategically aligned throughout the organisation. Such roles require a more dialogical, strategic and critical approach to HRD, and professionals and academics take a more holistic approach to leadership development.

The paper considers the role of the development of HRD interventions that both help individuals to work more effectively within a boardroom environment and support development to shape a boardroom culture that promotes effective governance practice by influencing boardroom practice thereby promoting strong governance and broad social compliance throughout the organisation.

This paper aims to highlight the under-representation of women in leadership positions across the world.

The authors add their unbiased views in presenting the most relevant information found in literature.

The paper examines the representation of women in the leadership positions such as board members and/or CEOs/top executives in the corporate world across the globe to understand the new developments that may be changing the status quo. This is a review of legislative changes on bringing parity in boardrooms and its impacts in certain countries where such changes are already implemented. The changes implemented through quotas, penalties, and incentives for including women in boardrooms in certain countries in Europe, Australia, Canada, India, and Kenya show that finally the absence of women in boardrooms has been noticed. The countries are moving towards legal compliance; however, there is still a dearth of women CEOs around the world.

The paper points toward the fact that the interventions that have happened are late and have failed capable women who could have reached their full professional potential in the western world. Also, taking a cue, the rest of the world can impose sufficient and timely legislative change to leapfrog to a gender equal society at every level, including at the top.

The paper compiles the most significant facts and figures and presents them in a very concise manner for any busy executive or researcher thus saving hours of reading time.

This study aims to examine the core challenges facing company secretaries in a two-tier board context. This study focuses on the key factors contributing to these challenges and how company secretaries can effectively address them.

An analysis of the narratives provided by 291 Dutch company secretaries in response to a series of open-ended questionnaire questions led to insights into the key challenges company secretaries face in their day-to-day work.

Company secretaries perceive a myriad of factors contributing to pressures on their time, the need to work for multiple organizational bodies and the processing of information. They believe process interventions and social interventions are needed to alleviate these issues.

The research highlights the need to deeply study boards from a holistic and systems point of view that recognizes the various actors, such as the company secretary, and their relationships in a boardroom context. Furthermore, the research shows how the two-tier board model may complicate these relational dynamics owing to the formal separation of decision management from decision control.

This study identifies various pragmatic ways to address the core challenges facing company secretaries so as to improve their contributions to decision-making at the apex of organizations.

This study sheds light on an important organizational actor (i.e. the company secretary) that hitherto has received scant attention in the governance literature.

The purpose of this paper is to look at how recent corporate scandals have translated into heightened interest in understanding various facets of corporate governance, notably the effectiveness of boards of directors and the composition of boards with particular attention to the gender dimension. In this context, the current study gauges the perceptions of Lebanese women managers regarding corporate governance issues pertaining to board effectiveness, roles and responsibilities and the benefits of female representation on boards.

The approach takes the form of a literature review and survey type questionnaire deriving from the literature. The questionnaire was administered to a sample of 61 top and middle level women managers, drawn from the context of 12 different banks in the Lebanese context.

The findings suggest that Lebanese women managers consider current board performance as not being satisfactory, that women are important board member candidates and that the low representation of women on boards in Lebanon is related to glass ceiling type impediments. They also believed that women board representation can reflect positively on the status of women at work and that government intervention is needed to level the playing field for women in management and at the boardroom level.

The value added of this research is to gauge Lebanese women's perceptions regarding corporate governance issues and the gender dimension, which is of direct relevance/interest to them. Moreover, these expressed perceptions are compared with what is reported in the literature, suggesting overall congruence between the experiences/perceptions of women in various contexts.

A place in the boardroom is often considered a necessary if not sufficient condition for HR directors to exercise strategic influence on business decision‐making. The purpose of the paper is to explore the perceived importance of HR boardroom representation, both in a formal and symbolic sense, and to what extent HR directors can exercise strategic influence without it?

Evidence is explored from a survey of 1,188 UK HR practitioners, including 255 board members, and a series of follow‐up interviews with 16 HR directors.

Analysis of the survey findings suggests that boardroom versus non‐boardroom representation of HR appears to matter in four key areas: board members believe they have greater involvement and influence in business planning processes; they have more positive perceptions of the overall performance of HR; they give higher ratings of CEO perceptions of the HR function; and they believe they achieve greater integration of HR strategy with business strategy.

While there are increasingly other formal mechanisms and forums (e.g. executive committees, personal networks) outside the boardroom for HR directors to exercise their influence, it appears that the “symbolic capital” of boardroom recognition and esteem still retains enormous significance and rhetorical appeal for the HR profession.

The paper seeks to reframe the debates on the relative importance of HR boardroom versus executive committee representation as forums of strategic influence, by focusing on the continued symbolic significance of boardroom representation. It is concluded that a reworking of Bourdieu's concept of “symbolic capital” (i.e. professional esteem, recognition, status, or respect) as board capital may be useful in reframing future research on HR boardroom representation.

Boardroom’s effectiveness has emerged as an issue of considerable importance in the minds of academics and practitioners, particularly in the aftermath of the highly visible corporate governance scandals of the past few decades. The purpose of this paper is to shed new lights on this topic by proposing a robust design framework for boardroom’s effectiveness.

The interpretative investigation is based on semi-structured interviews administered to directors of Fortune 500 firms. The adopted thematic analysis is phenomenology, or the feelings, experiences and perceptions of events as depicted first hand by individuals with significant boardroom’s experience.

Two central findings could be construed from this investigation. First, the optimum boardroom’s configuration is not a universal proposition. In other words, there are no magic recipes, and no one-size fits all approach. Rather, the optimum boardroom’s configuration ought to be framed in light of the overarching needs of the firm in relation to the dynamic forces in the external environment. Second, the design of boardrooms ought to span beyond structural aspects (i.e. the outwardly visible aspects) to also encompass two largely unobserved boardroom’s phenomena, namely, the directorship personal trait factors and the directorship behavioral patterns.

The findings presented herein may be contaminated with cognitive and personal biases, a common and unavoidable occurrence in qualitative research. A more integrative research approach using inductive and deductive techniques would allow for triangulation of results, thus providing an additional dose of validity and relevance to the research findings.

There has been a growing disenchantment about the modus operandi of the board of directors among practitioners, particularly as it pertains to large corporations with diffuse and heterogeneous shareholders and stakeholders. New design guidelines for the board of directors would directly impact on corporate practices.

The design of high performance boardrooms is instrumental to shareholders, policymakers, directors, executives, rank and file employees, suppliers, customers and other direct and indirect stakeholders, as it may help avert future corporate governance mishaps.

As of today, the academic and popular literature has yet to provide unequivocal guidance for the development of high performance boardrooms. This study fills an important gap in the prevailing corporate governance literature by integrating both structural and socio-cognitive factors into the design framework of the board of directors.

The aim of this article is twofold: (1) to identify gender equality organizational interventions implemented by a selected number of Dutch companies to increase the number of women at the corporate top and (2) to identify how these interventions overcome barriers to women's advancement and contribute to more women at the corporate top.

A comparative case study method was applied through conducting qualitative research. The research was conducted at four large Dutch companies.

The research identified 23 organizational interventions that were classified in four categories. The cross-case analysis focuses on specific themes, such as the type of interventions, the identified barriers, the successfulness of the interventions and factors contributing to increasing the number of women at the corporate top. The research shows that top-level commitment to this topic is important for the success of interventions and for increasing the number of women at the corporate top and throughout the rest of the organization. Some of the barriers could be overcome by the interventions identified.

This research provides companies with better insight into the quality and quantity of gender equality organizational interventions implemented by Dutch companies to increase the number of women at the corporate top. It can assist them in deciding which interventions could be implemented in order to achieve gender equality at their corporate top.

The research provides in-depth insight into the types and number of implemented gender equality organizational interventions for women at the corporate top and into the results and perceived effectiveness of such interventions.