This is not just a book “about governance”, it tells you how to “do governance”.
Authors David A. H. Brown and Dr. Debra L. Brown deliver:
- Proven Governance Solutions: It is a single source—the ultimate guide—for solving your governance problems.
- Access: It includes almost 70 governance concepts and tools that are unique only to this book.
- Competence and Confidence: It covers the broad spectrum of governance issues from governance structure and process, through boardroom leadership, culture and behaviour.
- Answers! It tells you not only what works, but as importantly what does not work in governance.
This is the ultimate guide for board members and executives regardless of sector–private, public and not-for-profit. Whatever the jurisdiction in the world, this guide remains a highly relevant resource. Designed to build both competence and confidence, its principle-based approach allows any reader interested in governance to benefit from its solutions and tools.
Practical and comprehensive, everything you need to succeed in the boardroom can be found in this one place. There are principles, tools, and clear explanations of the board’s role for all five levels of governance: strategy, risk, policy, people, and resources. And it includes profound insights into, and tools for, boardroom culture and behaviour—those less tangible but substantial aspects of effective governance, oversight and leadership.
This ultimate guide will deepen the governance understanding of even the most seasoned leader. Readers will understand the depth and breadth of how to add value and provide strategic oversight to any organization. From the role of the board in strategy and risk oversight, effective policy setting and compliance reporting, successfully navigating the board’s relationship with the CEO, succession planning, and protecting and stewarding the company’s financial and other resources, to governance systems, committee structures and meeting processes, this book has solutions designed to help you succeed and excel.
Jadual kandungan
TABLE OF CONTENTS I. GOVERNANCE AND STRATEGY 1 Introduction 3 1 Conceptual Model 5 2 Roles And Responsibilities 20 3 Five Types Of Boards 41 4 Director Conduct 72 5 Strategic Thinking And Planning 83 II. GOVERNANCE AND RISk 105 Introduction 107 6 Linking Strategy To Risk And Reporting 109 7 Risk Governance And Oversight 130 8 Corporate Social Responsibility 149 9 External Communications And The Board 177 III. GOVERNANCE AND PEOPLE 197 Introduction 199 10 Leadership In The Boardroom 201 11 The Chair Of The Board 213 12 Committees Of The Board 222 13 Ceo Succession, Selection, And Delegation 253 14 Ceo Evaluation And Compensation 284 15 Before, During, And After Meetings 315 16 In-Camera And Executive Sessions 336 17 Board Evaluation 349 18 Board Orientation & ONBOARDING 364 19 Board Renewal And Profiling 372 IV. GOVERNANCE AND RESOURCES 391 Introduction 393 20 Financial Direction Role #1 395 21 Financial Governance Role #2 413 22 Accounting Principles 444 23 Financial And Governance Disclosures 469 24 Monitoring Financial Performance: Role #3 483 V. GOVERNANCE CULTURE AND BEHAVIOUR 495 Introduction 497 25 Understanding Boardroom Culture 499 26 Forging Healthy Boardroom Behaviour 537 27 Asking Questions 555 28 Director Liability 563 29 Integrity In The Boardroom 572 30 Some Final Thoughts 588 Acknowledgements 591 Personal Acknowledgements 595
Mengenai Pengarang
Founder, President and CEO of Governance Solutions Inc. Dr. Debra Brown has developed it into a full-service firm providing governance consulting, research, training and tools. Under Debra’s leadership, GSI has developed and tested a comprehensive, principles-based governance system that has been adopted and adapted by award-winning, leading governance organizations across sectors: private sector, federal and provincial governments in the public sector, and numerous not-for-profit organizations and associations. It is also the foundation on which GSI created the program and curriculum for The Directors College, and The Professional Director Certification Program® and other governance education and university accredited certification programs for the Health, Colleges and Universities, School Board, Cooperative and Indigenous sectors. Comfortable and confident with both boards and executives, Debra’s mix of experiential and conceptual insights uniquely qualify her to advise organizations on their governance. She has served twice as a CEO, reporting to boards, and as a board member of several organizations, including as Board Chair and Governance Committee Chair, and so she is able to see governance issues from both sides of the boardroom table.Debra’s doctoral thesis topic ‘Using Governance as a Tool to Transform Organizational Culture, ‘ enabled her to develop a proprietary, leading edge diagnostic tool by which boards and executive teams can identify their dominant culture, and work on steps to capitalize on cultural enablers and mitigate cultural challenges. Currently, Debra serves on major international non-profit corporation boards, and has worked in corporate governance as far afield as Malaysia, Bahrain, Indonesia, Cuba and Guatemala. Co-author of Governance Solutions: The Ultimate Guide to Competence and Confidence in the Boardroom, she is an acknowledged and sought-after thought leader in corporate governance, also authoring over two dozen major research articles published in Canada and internationally.
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