Sub-theme 28: Corporate Governance and Enacting Good Life --> HYBRID!

Convenors:
Marilieke Engbers
Vrije Universiteit Amsterdam, The Netherlands
Svetlana N. Khapova
Vrije Universiteit Amsterdam, The Netherlands
Erik van de Loo
INSEAD, Singapore

Call for Papers


Boards play a strategic role in organizations. Its legal duty is to monitor management on behalf of the firm's shareholders, to provide advice and counsel to the CEO and other top managers and to participate actively in the formulation of strategy. It plays therefore a strategic role in developing a good life. A good life for shareholders, employees, clients, and the society. Due to the legal duties of the board, the context in which board members operate is shaped by rules, codes and conventions which were developed over many years and which together with the decisions of the board members also shape the future. Do these rules and codes encourage or hamper board’s performance, imagination and innovation which is needed to overcome current complex questions which our organizations and societies face? Or do they hamper these criteria? How good is life in the boardroom? How do board members help create good life now and in the future?
 
As rules, codes and conventions were developed over the years as a response to failures that took place in the past, the question is whether the rules are focused on preventing failure or stimulating good life. How do these rules shape the dynamics between the board members, help them create cohesiveness, deepen their relationships, trust and creativity, thus enact high quality decision-making? Or do board members’ intentions and behaviors primarily drive their behavior, and not rules? How are the behaviors and intentions that drive board members shaped by their past and legacy? How do leaders’ trauma’s (Tcholakian et al., 2019), mistakes (Eckhaus & Sheaffer, 2018; Hunter et al., 2011) and self-confidence and pride (Tang et al., 2015) shape their current behaviors and thinking? Are rules needed to prevent board members from their ‘dark side’, the detrimental effects of trauma and dark emotions and from the people’s general instinctive tendency to deny, distort, ignore, or disassociate themselves from their own failures and maintain a high self-esteem? If so, what rules prevent us from the effects of our dark side and general tendency?
 
These questions are especially important in the context of the boardroom since these boards’ social reality has grown to be mostly defined by the established rules and conventions. Exactly these rules and conventions govern board members’ collective thoughts, intentions, and behaviours (Diehl & McFarland, 2010). Some scholars go even further by suggesting that rules are the cause of the problem and suggest boards are designed to fail (Boivie et al., 2016)? This raises an underlying question: did we collectively learn enough from our mistakes in the past to prevent new failures in the future and create good and sustainable life?
 
Although originally only corporate governance scholars were concerned with corporate governance issues, also organizational scholars have begun to take interest in boards reality and its effects and started questioning the effectiveness of the underlying principles that shape boards behavior and micro-climate. The topic how rules shape behavior and behavior shapes rules, procedures, conventions and cultures, has become increasingly relevant for scholarly debates on organizational learning (Cannon & Edmondson, 2005; Madsen & Desai, 2010), neoinstitutional perspective on organizations (Cornelissen et al., 2015), sociocognitive perspectives on management (Pfaffer et al., 2019), and leadership (Eberly et al., 2013). Organizational scholars have arrived to the conclusion that corporate governance is not a separate domain of research focused on boards effective monitoring, but rather is an integral part of organizations (Filatotchev, Aguilera, & Wright, 2020). Indeed, how can organizations be understood without understanding the effects and relation of board failures on rules and conventions on leadership, culture and vice versa, or without understanding how, when, and why rules were enacted in the first place? Moreover, how can we understand if and how boards create good life if we do not know what happens in the boardroom (Leblanc & Schwartz, 2007), how they frame their responsibility (Boivie et al., 2021) and decide to speak up or silence what they think and feel (Engbers, 2017; Veltrop et al., 2021; Why et al., 2021)? Therefore, we also need to understand the legacy and history of governance and its current effects on leadership, board dynamics and organizational culture and firm performance.
 
With this Call for Papers, we aim to contribute to an increasingly emerging research area on the topics of boards of directors and their stakeholders including external authorities, legislators, politicians on institutional logic and rules and conventions and seek to contribute to organizational studies, management and leadership literature. We seek papers that adopt any relevant and fruitful epistemological, theoretical, and methodological perspective to address relevant questions, including socio-psychological approaches (particularly dealing with upper echelons or leadership), institutional theory, power or political perspectives and communication theory, linguistics, narrative, discourse, or rhetorical analysis. Papers can focus on the performative effects of codes and rules, the performative effects of language and of framing on executives and non-executives and their stakeholders; attend to the interactive and communicative construction of institutions; and involve a retrospective and prospective process, prescriptive, and descriptive approaches to studying leadership processes. We also invite papers that are concerned with the way board members, executives and non-executives, experience the reality of being-in-the-board, of their response to rules and restrictions and how it effects decision-making and governance more generally.
 
Below is a list of indicative, but not exhaustive topics and questions related to the sub-theme:

  • How good is life in the boardroom?

  • How and when do boards create good life?

  • How does the individual board members’ pasts shape the boardroom performance?

  • How does the previous successes or failures of the board shape current and future performance?

  • What are the effects of rules on board behaviors and board dynamics?

  • How does the legacy of codes and rules shape current performance?

  • What ís the governance legacy that shapes current corporate governance?

  • What are different international approaches to board rules and conventions and its effects?

  • How does a country’s culture shape its governance rules and conventions?

  • What rules enact a psychological safe board culture and which rules do not?

 


References


  • Boivie, S., Bednar, M.K., Aguilera, R.V, & Andrus, J.L. (2016): “Are Boards Designed to Fail? The Implausibility of Effective Board Monitoring.” Academy of Management Annals, 10 (1), 319-407.
  • Boivie, S., Withers, M.C., Graffin, S.D., & Corley, K.G. (2021): “Corporate directors’ implicit theories of the roles and duties of boards.” Strategic Management Journal, 42 (9), 1662–1695.
  • Cannon, M.D., & Edmondson, A.C. (2005): “Failing to Learn and Learning to Fail (Intelligently): How Great Organizations Put Failure to Work to Innovate and Improve.” Long Range Planning, 38 (3), 299–319.
  • Cornelissen, J.P., Durand, R., Fiss, P.C., Lammers, J.C., & Vaara, E. (2015): “Putting Communication Front and Center in Institutional Theory and Analysis.” Academy of Management Review, 40 (1), 10–27.
  • Diehl, D., & McFarland, D. (2010): “Toward a Historical Sociology of Social Situations.” American Journal of Sociology, 115 (6), 1713–1752.
  • Eberly, M.B., Johnson, M.D., Hernandez, M., & Avolio, B.J. (2013): “An Integrative Process Model of Leadership Examining Loci, Mechanisms, and Event Cycles.” American Psychologist, 68 (6), 427–443.
  • Engbers, M. (2017): “De kosten van communiceren en het besluitvormingsproces in de bestuurskamer. ” Management Control & Accounting, 4, 28–34.
  • Filatotchev, I., Aguilera, R.V., & Wright, M. (2020): “From Governance of Innovation to Innovations in Governance.” Academy of Management Perspectives, 34 (2), 173–181.
  • Hunter, S.T., Tate, B.W., Dzieweczynski, J.L., & Bedell-Avers, K.E. (2011): “Leaders make mistakes: A multilevel consideration of why.” Leadership Quarterly, 22 (2), 239–258.
  • Leblanc, R., & Schwartz, M.S. (2007): “The Black Box of Board Process: gaining access to a difficult subject.” Corporate Governance, 15 (5), 843–851.
  • Madsen, P.M., & Desai, V. (2010): “Failing to Learn? The Effects of Failure and Success on Organizational Learning in the Global Orbital Launch Vehicle Industry.” Academy of Management Journal, 53 (3), 451–476.
  • Pfarrer, M.D., Devers, C.E., Corley, K., et al. (2019): “Sociocognitive Perspectives in Strategic Management.” Academy of Management Review, 44 (4), 767–774.
  • Tang, Y., Qian, C., Chen, G., & Shen, R. (2015): “How CEO hubris affects corporate social (ir)responsibility.” Strategic Management Journal, 36 (9), 1338–1357.
  • Tcholakian, L.A., Khapova, S.N., van de Loo, E., & Lehman, R. (2019): “Collective Traumas and the Development of Leader Values: A Currently Omitted, but Increasingly Urgent, Research Area.” Frontiers in Psychology, 10, 1–13.
  • Veltrop, D.B., Bezemer, P.-J., Nicholson, G., & Pugliese, A. (2021): “Too Unsafe to Monitor? How Board–CEO Cognitive Conflict and Chair Leadership Shape Outside Director Monitoring.” Academy of Management Journal, 64 (1), 207–234.
  • Why, I., Engbers, M., & Bestuur, G. (2021): “How the unsaid shapes decision-making in boards.” {more details will be provided soon}.
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Marilieke Engbers is a Lecturer in Strategy Realization at the Finance Control Program of the Vrije Universiteit Amsterdam, The Netherlands. Her research focuses on silence and unsaid and board decision-making. Marilieke was commissioned by the Dutch Housing Association Authority to explore how supervisory directors monitor the risks associated with long-tenured directors. In 2019, she published the Dutch report “Kracht en Tegenkracht” (Power and Countervailing power), and in 2021, she published the book “Onder Commissarissen” (The dynamics between non-executives).
Svetlana N. Khapova is a Professor of Organizational Behavior at Vrije Universiteit Amsterdam, The Netherlands, and a Co-Director of the VU Center for Boards Research and Executive Leadership Development. She is an OB scholar, who employs a careers perspective to the study of leader behaviours, boards, and teams. Svetlana is past Division Chair of the Careers Division of the Academy of Management.
Erik van de Loo is Affiliate Professor of Organizational Behaviour at INSEAD, Singapore, and Professor of Leadership and Behaviour at TIAS – School for Business and Society, The Netherlands. He publishes on topics such as the clinical approach to coaching and consultation, organizational change, leadership, corporate governance and boards. Erik’s actual research focus is on boards leadership and board dynamics. He explores the interaction between boards of executives and non-executives in their respective roles at the very top of the organization.