Integrity, Culture, and Other Intangibles for Building Long-Term Value--The Board's Critical Responsibility

Governance is a discipline different from management. Understanding that concept is the first step toward improving board practices. While management designs, recommends to the board, and executes the company s strategy and business plan within an...

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Main Author:	Stout, John H.
Format:	Brief
Language:	English en_US
Published:	World Bank, Washington, DC 2014
Subjects:	ACCOUNTABILITY ACCOUNTING AUDITOR AUDITS AUTHORITY BALANCE SHEETS BEST PRACTICES BOARD MEMBERS BOARDS OF DIRECTORS BOOK VALUE BUSINESS ENVIRONMENT BUSINESS LAW BUSINESS ORGANIZATIONS BUSINESS PERFORMANCE CAPITAL MARKETS CEO CEOS COMPANY CONFIDENCE CONFLICTS OF INTEREST CORPORATE EXECUTIVE CORPORATE FAILURES CORPORATE FRAUD CORPORATE GOVERNANCE PRINCIPLES CORPORATE GOVERNANCE REFORMS CORPORATE SCANDALS CORPORATION DEVELOPING COUNTRIES DISCLOSURE ECONOMIC DEVELOPMENT EMERGING ECONOMIES EMERGING MARKET EMERGING MARKET ECONOMIES EMERGING MARKETS EMERGING MARKETS COUNTRIES ETHICS EXECUTION EXPOSURE FIDUCIARY DUTIES FIDUCIARY RESPONSIBILITIES FIDUCIARY RESPONSIBILITY FINANCE CORPORATION FINANCIAL CRISES FINANCIAL CRISIS FINANCIAL INSTITUTIONS FINANCIAL REFORM FINANCIAL RESULTS FINANCIAL STATEMENTS GLOBAL CORPORATE GOVERNANCE GOLD STANDARD GOOD GOVERNANCE GOVERNANCE ENVIRONMENT GOVERNANCE FAILURES GOVERNANCE PRACTICES GOVERNANCE PROBLEMS GOVERNMENT POLICY HUMAN RESOURCES INDEPENDENT DIRECTOR INDEPENDENT DIRECTORS INDIVIDUALS INFORMATION TECHNOLOGY INSTITUTIONAL INVESTORS INSURANCE INTANGIBLE INTANGIBLE ASSETS INTANGIBLES INTEGRITY INTERNAL CONTROLS INTERNATIONAL BUSINESS INTERNATIONAL ECONOMY INTERNATIONAL FINANCE INVESTIGATION INVESTIGATIONS INVESTOR RELATIONS LAWS LEADERSHIP LEADERSHIP TRAINING LEGISLATORS LOBBYISTS LOCAL INSTITUTIONS MANAGERS MEDIA MINORITY SHAREHOLDER MINORITY SHAREHOLDER RIGHTS MOTIVATIONS NATIONAL ASSOCIATION NATIONS PENSION PERSONAL GAIN POOR PERFORMANCE PROXY PROXY MATERIAL PUBLIC COMMENTS RAPID GROWTH REGULATORS REGULATORY AGENCY REGULATORY FRAMEWORK REMEDIES REPRESENTATIVES REPUTATION REPUTATIONS RISK MANAGEMENT RISK MANAGER SCANDAL SHARE OPTIONS SHAREHOLDER SHAREHOLDER ADVOCATES SHAREHOLDER RIGHTS SHAREHOLDERS SOCIETY STAKEHOLDER STAKEHOLDER MANAGEMENT STAKEHOLDER RELATIONSHIPS STAKEHOLDERS STATE-OWNED ENTERPRISES SUBSIDIARY TRANSPARENCY UNION
Online Access:	http://documents.worldbank.org/curated/en/2013/01/17630460/integrity-culture-other-intangibles-building-long-term-value-boards-critical-responsibility http://hdl.handle.net/10986/17039

id	okr-10986-17039
recordtype	oai_dc
spelling	okr-10986-170392021-04-23T14:03:33Z Integrity, Culture, and Other Intangibles for Building Long-Term Value--The Board's Critical Responsibility Stout, John H. ACCOUNTABILITY ACCOUNTING AUDITOR AUDITS AUTHORITY BALANCE SHEETS BEST PRACTICES BOARD MEMBERS BOARDS OF DIRECTORS BOOK VALUE BUSINESS ENVIRONMENT BUSINESS LAW BUSINESS ORGANIZATIONS BUSINESS PERFORMANCE CAPITAL MARKETS CEO CEOS COMPANY CONFIDENCE CONFLICTS OF INTEREST CORPORATE EXECUTIVE CORPORATE FAILURES CORPORATE FRAUD CORPORATE GOVERNANCE PRINCIPLES CORPORATE GOVERNANCE REFORMS CORPORATE SCANDALS CORPORATION DEVELOPING COUNTRIES DISCLOSURE ECONOMIC DEVELOPMENT EMERGING ECONOMIES EMERGING MARKET EMERGING MARKET ECONOMIES EMERGING MARKETS EMERGING MARKETS COUNTRIES ETHICS EXECUTION EXPOSURE FIDUCIARY DUTIES FIDUCIARY RESPONSIBILITIES FIDUCIARY RESPONSIBILITY FINANCE CORPORATION FINANCIAL CRISES FINANCIAL CRISIS FINANCIAL INSTITUTIONS FINANCIAL REFORM FINANCIAL RESULTS FINANCIAL STATEMENTS GLOBAL CORPORATE GOVERNANCE GOLD STANDARD GOOD GOVERNANCE GOVERNANCE ENVIRONMENT GOVERNANCE FAILURES GOVERNANCE PRACTICES GOVERNANCE PROBLEMS GOVERNMENT POLICY HUMAN RESOURCES INDEPENDENT DIRECTOR INDEPENDENT DIRECTORS INDIVIDUALS INFORMATION TECHNOLOGY INSTITUTIONAL INVESTORS INSURANCE INTANGIBLE INTANGIBLE ASSETS INTANGIBLES INTEGRITY INTERNAL CONTROLS INTERNATIONAL BUSINESS INTERNATIONAL ECONOMY INTERNATIONAL FINANCE INVESTIGATION INVESTIGATIONS INVESTOR RELATIONS LAWS LEADERSHIP LEADERSHIP TRAINING LEGISLATORS LOBBYISTS LOCAL INSTITUTIONS MANAGERS MEDIA MINORITY SHAREHOLDER MINORITY SHAREHOLDER RIGHTS MOTIVATIONS NATIONAL ASSOCIATION NATIONS PENSION PERSONAL GAIN POOR PERFORMANCE PROXY PROXY MATERIAL PUBLIC COMMENTS RAPID GROWTH REGULATORS REGULATORY AGENCY REGULATORY FRAMEWORK REMEDIES REPRESENTATIVES REPUTATION REPUTATIONS RISK MANAGEMENT RISK MANAGER SCANDAL SHARE OPTIONS SHAREHOLDER SHAREHOLDER ADVOCATES SHAREHOLDER RIGHTS SHAREHOLDERS SOCIETY STAKEHOLDER STAKEHOLDER MANAGEMENT STAKEHOLDER RELATIONSHIPS STAKEHOLDERS STATE-OWNED ENTERPRISES SUBSIDIARY TRANSPARENCY UNION Governance is a discipline different from management. Understanding that concept is the first step toward improving board practices. While management designs, recommends to the board, and executes the company s strategy and business plan within an agreed budget, governance focuses on active, vigorous oversight of the company and its management. This paper presents a practical guide for boards on how to fulfill their responsibilities of being the guardians of integrity and their company s culture by discussing common causes of board failures. Stressing that relationships based on integrity add value to organizations, contribute to their sustainability, and promote their reputation, Stout points out the board s responsibility in creating and maintaining such an organizational culture. Several key topics are explored: the commitment of the directors, the ideal board composition, the fiduciary duties of directors, the selection of the Chief Executive Officer (CEO), the role of directors in the creation of internal controls, the remuneration of directors and officers, and risk management. Furthermore, Stout defines the role of the board with respect to relationships with stakeholders an issue that in many companies ends up being the focus only of management s attention. 2014-02-12T19:38:15Z 2014-02-12T19:38:15Z 2012 http://documents.worldbank.org/curated/en/2013/01/17630460/integrity-culture-other-intangibles-building-long-term-value-boards-critical-responsibility http://hdl.handle.net/10986/17039 English en_US Private Sector Opinion;no. 30 CC BY-NC-ND 3.0 IGO http://creativecommons.org/licenses/by-nc-nd/3.0/igo/ World Bank, Washington, DC Publications & Research :: Brief Publications & Research
repository_type	Digital Repository
institution_category	Foreign Institution
institution	Digital Repositories
building	World Bank Open Knowledge Repository
collection	World Bank
language	English en_US
topic	ACCOUNTABILITY ACCOUNTING AUDITOR AUDITS AUTHORITY BALANCE SHEETS BEST PRACTICES BOARD MEMBERS BOARDS OF DIRECTORS BOOK VALUE BUSINESS ENVIRONMENT BUSINESS LAW BUSINESS ORGANIZATIONS BUSINESS PERFORMANCE CAPITAL MARKETS CEO CEOS COMPANY CONFIDENCE CONFLICTS OF INTEREST CORPORATE EXECUTIVE CORPORATE FAILURES CORPORATE FRAUD CORPORATE GOVERNANCE PRINCIPLES CORPORATE GOVERNANCE REFORMS CORPORATE SCANDALS CORPORATION DEVELOPING COUNTRIES DISCLOSURE ECONOMIC DEVELOPMENT EMERGING ECONOMIES EMERGING MARKET EMERGING MARKET ECONOMIES EMERGING MARKETS EMERGING MARKETS COUNTRIES ETHICS EXECUTION EXPOSURE FIDUCIARY DUTIES FIDUCIARY RESPONSIBILITIES FIDUCIARY RESPONSIBILITY FINANCE CORPORATION FINANCIAL CRISES FINANCIAL CRISIS FINANCIAL INSTITUTIONS FINANCIAL REFORM FINANCIAL RESULTS FINANCIAL STATEMENTS GLOBAL CORPORATE GOVERNANCE GOLD STANDARD GOOD GOVERNANCE GOVERNANCE ENVIRONMENT GOVERNANCE FAILURES GOVERNANCE PRACTICES GOVERNANCE PROBLEMS GOVERNMENT POLICY HUMAN RESOURCES INDEPENDENT DIRECTOR INDEPENDENT DIRECTORS INDIVIDUALS INFORMATION TECHNOLOGY INSTITUTIONAL INVESTORS INSURANCE INTANGIBLE INTANGIBLE ASSETS INTANGIBLES INTEGRITY INTERNAL CONTROLS INTERNATIONAL BUSINESS INTERNATIONAL ECONOMY INTERNATIONAL FINANCE INVESTIGATION INVESTIGATIONS INVESTOR RELATIONS LAWS LEADERSHIP LEADERSHIP TRAINING LEGISLATORS LOBBYISTS LOCAL INSTITUTIONS MANAGERS MEDIA MINORITY SHAREHOLDER MINORITY SHAREHOLDER RIGHTS MOTIVATIONS NATIONAL ASSOCIATION NATIONS PENSION PERSONAL GAIN POOR PERFORMANCE PROXY PROXY MATERIAL PUBLIC COMMENTS RAPID GROWTH REGULATORS REGULATORY AGENCY REGULATORY FRAMEWORK REMEDIES REPRESENTATIVES REPUTATION REPUTATIONS RISK MANAGEMENT RISK MANAGER SCANDAL SHARE OPTIONS SHAREHOLDER SHAREHOLDER ADVOCATES SHAREHOLDER RIGHTS SHAREHOLDERS SOCIETY STAKEHOLDER STAKEHOLDER MANAGEMENT STAKEHOLDER RELATIONSHIPS STAKEHOLDERS STATE-OWNED ENTERPRISES SUBSIDIARY TRANSPARENCY UNION
spellingShingle	ACCOUNTABILITY ACCOUNTING AUDITOR AUDITS AUTHORITY BALANCE SHEETS BEST PRACTICES BOARD MEMBERS BOARDS OF DIRECTORS BOOK VALUE BUSINESS ENVIRONMENT BUSINESS LAW BUSINESS ORGANIZATIONS BUSINESS PERFORMANCE CAPITAL MARKETS CEO CEOS COMPANY CONFIDENCE CONFLICTS OF INTEREST CORPORATE EXECUTIVE CORPORATE FAILURES CORPORATE FRAUD CORPORATE GOVERNANCE PRINCIPLES CORPORATE GOVERNANCE REFORMS CORPORATE SCANDALS CORPORATION DEVELOPING COUNTRIES DISCLOSURE ECONOMIC DEVELOPMENT EMERGING ECONOMIES EMERGING MARKET EMERGING MARKET ECONOMIES EMERGING MARKETS EMERGING MARKETS COUNTRIES ETHICS EXECUTION EXPOSURE FIDUCIARY DUTIES FIDUCIARY RESPONSIBILITIES FIDUCIARY RESPONSIBILITY FINANCE CORPORATION FINANCIAL CRISES FINANCIAL CRISIS FINANCIAL INSTITUTIONS FINANCIAL REFORM FINANCIAL RESULTS FINANCIAL STATEMENTS GLOBAL CORPORATE GOVERNANCE GOLD STANDARD GOOD GOVERNANCE GOVERNANCE ENVIRONMENT GOVERNANCE FAILURES GOVERNANCE PRACTICES GOVERNANCE PROBLEMS GOVERNMENT POLICY HUMAN RESOURCES INDEPENDENT DIRECTOR INDEPENDENT DIRECTORS INDIVIDUALS INFORMATION TECHNOLOGY INSTITUTIONAL INVESTORS INSURANCE INTANGIBLE INTANGIBLE ASSETS INTANGIBLES INTEGRITY INTERNAL CONTROLS INTERNATIONAL BUSINESS INTERNATIONAL ECONOMY INTERNATIONAL FINANCE INVESTIGATION INVESTIGATIONS INVESTOR RELATIONS LAWS LEADERSHIP LEADERSHIP TRAINING LEGISLATORS LOBBYISTS LOCAL INSTITUTIONS MANAGERS MEDIA MINORITY SHAREHOLDER MINORITY SHAREHOLDER RIGHTS MOTIVATIONS NATIONAL ASSOCIATION NATIONS PENSION PERSONAL GAIN POOR PERFORMANCE PROXY PROXY MATERIAL PUBLIC COMMENTS RAPID GROWTH REGULATORS REGULATORY AGENCY REGULATORY FRAMEWORK REMEDIES REPRESENTATIVES REPUTATION REPUTATIONS RISK MANAGEMENT RISK MANAGER SCANDAL SHARE OPTIONS SHAREHOLDER SHAREHOLDER ADVOCATES SHAREHOLDER RIGHTS SHAREHOLDERS SOCIETY STAKEHOLDER STAKEHOLDER MANAGEMENT STAKEHOLDER RELATIONSHIPS STAKEHOLDERS STATE-OWNED ENTERPRISES SUBSIDIARY TRANSPARENCY UNION Stout, John H. Integrity, Culture, and Other Intangibles for Building Long-Term Value--The Board's Critical Responsibility
relation	Private Sector Opinion;no. 30
description	Governance is a discipline different from management. Understanding that concept is the first step toward improving board practices. While management designs, recommends to the board, and executes the company s strategy and business plan within an agreed budget, governance focuses on active, vigorous oversight of the company and its management. This paper presents a practical guide for boards on how to fulfill their responsibilities of being the guardians of integrity and their company s culture by discussing common causes of board failures. Stressing that relationships based on integrity add value to organizations, contribute to their sustainability, and promote their reputation, Stout points out the board s responsibility in creating and maintaining such an organizational culture. Several key topics are explored: the commitment of the directors, the ideal board composition, the fiduciary duties of directors, the selection of the Chief Executive Officer (CEO), the role of directors in the creation of internal controls, the remuneration of directors and officers, and risk management. Furthermore, Stout defines the role of the board with respect to relationships with stakeholders an issue that in many companies ends up being the focus only of management s attention.
format	Publications & Research :: Brief
author	Stout, John H.
author_facet	Stout, John H.
author_sort	Stout, John H.
title	Integrity, Culture, and Other Intangibles for Building Long-Term Value--The Board's Critical Responsibility
title_short	Integrity, Culture, and Other Intangibles for Building Long-Term Value--The Board's Critical Responsibility
title_full	Integrity, Culture, and Other Intangibles for Building Long-Term Value--The Board's Critical Responsibility
title_fullStr	Integrity, Culture, and Other Intangibles for Building Long-Term Value--The Board's Critical Responsibility
title_full_unstemmed	Integrity, Culture, and Other Intangibles for Building Long-Term Value--The Board's Critical Responsibility
title_sort	integrity, culture, and other intangibles for building long-term value--the board's critical responsibility
publisher	World Bank, Washington, DC
publishDate	2014
url	http://documents.worldbank.org/curated/en/2013/01/17630460/integrity-culture-other-intangibles-building-long-term-value-boards-critical-responsibility http://hdl.handle.net/10986/17039
_version_	1764435467043864576

Integrity, Culture, and Other Intangibles for Building Long-Term Value--The Board's Critical Responsibility

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