The Incredible Adventures of Carla : Practical Guide for Nominee Directors

This is a book about directorship. More precisely, it’s about nominee directors, who are nominated by IFC and other development finance institutions (DFIs) to the boards of investee companies to fulfill a dual mandate: first, they are expected to p...

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Bibliographic Details
Main Authors: Steger, Ulrich, Nedopil, Christoph
Format: Working Paper
Language:English
en_US
Published: World Bank Group, Washington, DC 2015
Subjects:
CEO
Online Access:http://documents.worldbank.org/curated/en/2015/06/24606842/incredible-adventures-carla-practical-guide-nominee-directors
http://hdl.handle.net/10986/22062
id okr-10986-22062
recordtype oai_dc
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 LIMITED
HOLDING COMPANY
CAPITAL MARKETS
OPERATIONAL RISK
BOARD MEETING
CLIENT BASE
BUSINESS ETHICS
REGULATORY COMPLIANCE
PUBLIC UTILITIES
FOREIGN CAPITAL
BOARD MEMBERS
CORPORATION
RISK MANAGER
STOCK
SHAREHOLDER RIGHTS
INCOME
INTEREST
COMPENSATION POLICIES
EMERGING ECONOMIES
STOCK MARKET
DEVELOPING COUNTRIES
CHARTER
INDEPENDENT DIRECTORS
DISCLOSURE REQUIREMENTS
SUSTAINABLE ECONOMIC GROWTH
REGULATORY AGENCY
PORTFOLIO
REGULATOR
COMPANIES
FINANCIAL STATEMENTS
BONDS
MERGERS
GLOBAL LEADERS
INFORMATION SYSTEMS
REGULATORY AUTHORITY
AUDIT COMMITTEE
ACQUISITIONS
DIVIDEND POLICY
CORPORATE GOVERNANCE STANDARDS
JURISDICTIONS
LEGAL FRAMEWORKS
CODE OF CONDUCT
INTERNATIONAL FINANCE
STATES
CONTROLLING SHAREHOLDER
CEO
ACQUISITION
UNION
OWNERSHIP CONCENTRATION
GLOBAL EQUITY
INDEPENDENT SHAREHOLDER
SHAREHOLDER STRUCTURE
FRANCHISE
GOVERNANCE PROCEDURES
FINANCIAL INSTITUTIONS
TRUST
BOARD MEMBER
CAPITAL REQUIREMENTS
FAMILY BUSINESS
CORPORATE GOVERNANCE FRAMEWORK
AUDITOR INDEPENDENCE
PRIVATE SECTOR DEVELOPMENT
BOARD MEETINGS
PRIVATE CAPITAL
CORPORATE GOVERNANCE CODE
DUE DILIGENCE
REAL ESTATE
LEGAL FRAMEWORK
DIRECTORS
BANKS
SHAREHOLDERS’ MEETINGS
SHAREHOLDER AGREEMENTS
UNIONS
MANAGERS
EMERGING MARKETS
EQUITY
INVESTORS
DEVELOPMENT INVESTMENT
CEOS
ETHICAL BEHAVIOR
OWNERSHIP STRUCTURE
TRANSPARENCY
COUNTRY RISK
SCANDALS
CORPORATIONS
SUBSIDIARIES
POLITICAL SYSTEMS
REGULATORY REQUIREMENTS
BANK
FOREIGN DIRECT INVESTMENT
CONFLICTS OF INTEREST
STAKEHOLDERS
CHAIRMAN AND CEO
SHAREHOLDER VALUE
FAMILY BUSINESSES
INTERNAL CONTROLS
REGULATORY CAPITAL
SHARES
SOCIAL VALUES
MAJORITY SHAREHOLDERS
TRADE UNIONS
MINORITY SHAREHOLDERS
COMPANY
LEGAL DUTIES
SECURITIES
SUBSIDIARY
GOVERNANCE
SHAREHOLDERS
ENFORCEMENT
INSURANCE
CONTROLLING SHAREHOLDERS
INTERESTS
ACCESS TO CAPITAL MARKETS
STATE
INVESTOR
FINANCIAL DEVELOPMENT
ACCOUNTING STANDARDS
BUSINESS CLIMATE
INVESTMENT
SHARE
ORGANIZATION
PORTFOLIO MANAGER
EQUALITY
COMPLIANCE OFFICER
FINANCE CORPORATION
INTERNAL CONTROL
BUSINESS ENVIRONMENT
BANKING
COMPETITIVE MARKETS
GOOD CORPORATE GOVERNANCE
INVESTOR RELATIONS
SHAREHOLDER INTERESTS
INDIVIDUALS
STAKEHOLDER
INVESTMENTS
RISK MANAGEMENT
SOCIETY
CAPITAL EXPENDITURES
INDEPENDENT DIRECTOR
SHAREHOLDER
MERGER
AUDIT
ASSET SALES
CUSTOMERS
INTERNATIONAL INVESTORS
FIDUCIARY DUTY
COOPERATIVE
SMALL BUSINESSES
COST OF CAPITAL
PRIVATE ENTERPRISE
CONSOLIDATION
CORPORATE GOVERNANCE
ESTATE
INVESTMENT DECISION
spellingShingle LIMITED
HOLDING COMPANY
CAPITAL MARKETS
OPERATIONAL RISK
BOARD MEETING
CLIENT BASE
BUSINESS ETHICS
REGULATORY COMPLIANCE
PUBLIC UTILITIES
FOREIGN CAPITAL
BOARD MEMBERS
CORPORATION
RISK MANAGER
STOCK
SHAREHOLDER RIGHTS
INCOME
INTEREST
COMPENSATION POLICIES
EMERGING ECONOMIES
STOCK MARKET
DEVELOPING COUNTRIES
CHARTER
INDEPENDENT DIRECTORS
DISCLOSURE REQUIREMENTS
SUSTAINABLE ECONOMIC GROWTH
REGULATORY AGENCY
PORTFOLIO
REGULATOR
COMPANIES
FINANCIAL STATEMENTS
BONDS
MERGERS
GLOBAL LEADERS
INFORMATION SYSTEMS
REGULATORY AUTHORITY
AUDIT COMMITTEE
ACQUISITIONS
DIVIDEND POLICY
CORPORATE GOVERNANCE STANDARDS
JURISDICTIONS
LEGAL FRAMEWORKS
CODE OF CONDUCT
INTERNATIONAL FINANCE
STATES
CONTROLLING SHAREHOLDER
CEO
ACQUISITION
UNION
OWNERSHIP CONCENTRATION
GLOBAL EQUITY
INDEPENDENT SHAREHOLDER
SHAREHOLDER STRUCTURE
FRANCHISE
GOVERNANCE PROCEDURES
FINANCIAL INSTITUTIONS
TRUST
BOARD MEMBER
CAPITAL REQUIREMENTS
FAMILY BUSINESS
CORPORATE GOVERNANCE FRAMEWORK
AUDITOR INDEPENDENCE
PRIVATE SECTOR DEVELOPMENT
BOARD MEETINGS
PRIVATE CAPITAL
CORPORATE GOVERNANCE CODE
DUE DILIGENCE
REAL ESTATE
LEGAL FRAMEWORK
DIRECTORS
BANKS
SHAREHOLDERS’ MEETINGS
SHAREHOLDER AGREEMENTS
UNIONS
MANAGERS
EMERGING MARKETS
EQUITY
INVESTORS
DEVELOPMENT INVESTMENT
CEOS
ETHICAL BEHAVIOR
OWNERSHIP STRUCTURE
TRANSPARENCY
COUNTRY RISK
SCANDALS
CORPORATIONS
SUBSIDIARIES
POLITICAL SYSTEMS
REGULATORY REQUIREMENTS
BANK
FOREIGN DIRECT INVESTMENT
CONFLICTS OF INTEREST
STAKEHOLDERS
CHAIRMAN AND CEO
SHAREHOLDER VALUE
FAMILY BUSINESSES
INTERNAL CONTROLS
REGULATORY CAPITAL
SHARES
SOCIAL VALUES
MAJORITY SHAREHOLDERS
TRADE UNIONS
MINORITY SHAREHOLDERS
COMPANY
LEGAL DUTIES
SECURITIES
SUBSIDIARY
GOVERNANCE
SHAREHOLDERS
ENFORCEMENT
INSURANCE
CONTROLLING SHAREHOLDERS
INTERESTS
ACCESS TO CAPITAL MARKETS
STATE
INVESTOR
FINANCIAL DEVELOPMENT
ACCOUNTING STANDARDS
BUSINESS CLIMATE
INVESTMENT
SHARE
ORGANIZATION
PORTFOLIO MANAGER
EQUALITY
COMPLIANCE OFFICER
FINANCE CORPORATION
INTERNAL CONTROL
BUSINESS ENVIRONMENT
BANKING
COMPETITIVE MARKETS
GOOD CORPORATE GOVERNANCE
INVESTOR RELATIONS
SHAREHOLDER INTERESTS
INDIVIDUALS
STAKEHOLDER
INVESTMENTS
RISK MANAGEMENT
SOCIETY
CAPITAL EXPENDITURES
INDEPENDENT DIRECTOR
SHAREHOLDER
MERGER
AUDIT
ASSET SALES
CUSTOMERS
INTERNATIONAL INVESTORS
FIDUCIARY DUTY
COOPERATIVE
SMALL BUSINESSES
COST OF CAPITAL
PRIVATE ENTERPRISE
CONSOLIDATION
CORPORATE GOVERNANCE
ESTATE
INVESTMENT DECISION
Steger, Ulrich
Nedopil, Christoph
The Incredible Adventures of Carla : Practical Guide for Nominee Directors
description This is a book about directorship. More precisely, it’s about nominee directors, who are nominated by IFC and other development finance institutions (DFIs) to the boards of investee companies to fulfill a dual mandate: first, they are expected to perform all the duties and tasks of a board member. Second, they are also charged with improving the corporate governance, sustainability, and ethical behavior of the investee company. This need exists because the empirical evidence indicates that in many developing countries it is nearly impossible to create long-term shareholder value without marked improvements in these areas. This book, based on sound research and real-life examples, offers not only a useful learning platform but also, the authors hope, an entertaining read. It focuses on directorship and leadership skills in the boardroom and does not attempt to cover the whole ‘waterfront’ on corporate governance issues. Many other publications (including some found on the IFC website) deal extensively with the structures, processes, and legal frameworks of corporate governance. The story emphasizes the learning and adapting that must go on for a nominee director to be effective in encouraging change and improvement on the board and in the company. It draws on specific situations to illustrate that IFC rules and instructions cannot always be perfectly followed: the nominee director is in the ‘heat of the battle,’ under time pressure, and confronted with dilemmas and uncertainty that only in hindsight can be structured and analyzed clearly. The target audience of the incredible adventures of Carla is nominee directors, especially those who are newly appointed or candidates who are considering taking on such a role. It aims to expose them to the challenges in the behavioral dimension of corporate governance and to help them learn, through Carla’s experience, the actions and communications that can help them, or not help them, achieve the goals they are committed to.
format Working Paper
author Steger, Ulrich
Nedopil, Christoph
author_facet Steger, Ulrich
Nedopil, Christoph
author_sort Steger, Ulrich
title The Incredible Adventures of Carla : Practical Guide for Nominee Directors
title_short The Incredible Adventures of Carla : Practical Guide for Nominee Directors
title_full The Incredible Adventures of Carla : Practical Guide for Nominee Directors
title_fullStr The Incredible Adventures of Carla : Practical Guide for Nominee Directors
title_full_unstemmed The Incredible Adventures of Carla : Practical Guide for Nominee Directors
title_sort incredible adventures of carla : practical guide for nominee directors
publisher World Bank Group, Washington, DC
publishDate 2015
url http://documents.worldbank.org/curated/en/2015/06/24606842/incredible-adventures-carla-practical-guide-nominee-directors
http://hdl.handle.net/10986/22062
_version_ 1764450072226955264
spelling okr-10986-220622021-04-23T14:04:06Z The Incredible Adventures of Carla : Practical Guide for Nominee Directors Steger, Ulrich Nedopil, Christoph LIMITED HOLDING COMPANY CAPITAL MARKETS OPERATIONAL RISK BOARD MEETING CLIENT BASE BUSINESS ETHICS REGULATORY COMPLIANCE PUBLIC UTILITIES FOREIGN CAPITAL BOARD MEMBERS CORPORATION RISK MANAGER STOCK SHAREHOLDER RIGHTS INCOME INTEREST COMPENSATION POLICIES EMERGING ECONOMIES STOCK MARKET DEVELOPING COUNTRIES CHARTER INDEPENDENT DIRECTORS DISCLOSURE REQUIREMENTS SUSTAINABLE ECONOMIC GROWTH REGULATORY AGENCY PORTFOLIO REGULATOR COMPANIES FINANCIAL STATEMENTS BONDS MERGERS GLOBAL LEADERS INFORMATION SYSTEMS REGULATORY AUTHORITY AUDIT COMMITTEE ACQUISITIONS DIVIDEND POLICY CORPORATE GOVERNANCE STANDARDS JURISDICTIONS LEGAL FRAMEWORKS CODE OF CONDUCT INTERNATIONAL FINANCE STATES CONTROLLING SHAREHOLDER CEO ACQUISITION UNION OWNERSHIP CONCENTRATION GLOBAL EQUITY INDEPENDENT SHAREHOLDER SHAREHOLDER STRUCTURE FRANCHISE GOVERNANCE PROCEDURES FINANCIAL INSTITUTIONS TRUST BOARD MEMBER CAPITAL REQUIREMENTS FAMILY BUSINESS CORPORATE GOVERNANCE FRAMEWORK AUDITOR INDEPENDENCE PRIVATE SECTOR DEVELOPMENT BOARD MEETINGS PRIVATE CAPITAL CORPORATE GOVERNANCE CODE DUE DILIGENCE REAL ESTATE LEGAL FRAMEWORK DIRECTORS BANKS SHAREHOLDERS’ MEETINGS SHAREHOLDER AGREEMENTS UNIONS MANAGERS EMERGING MARKETS EQUITY INVESTORS DEVELOPMENT INVESTMENT CEOS ETHICAL BEHAVIOR OWNERSHIP STRUCTURE TRANSPARENCY COUNTRY RISK SCANDALS CORPORATIONS SUBSIDIARIES POLITICAL SYSTEMS REGULATORY REQUIREMENTS BANK FOREIGN DIRECT INVESTMENT CONFLICTS OF INTEREST STAKEHOLDERS CHAIRMAN AND CEO SHAREHOLDER VALUE FAMILY BUSINESSES INTERNAL CONTROLS REGULATORY CAPITAL SHARES SOCIAL VALUES MAJORITY SHAREHOLDERS TRADE UNIONS MINORITY SHAREHOLDERS COMPANY LEGAL DUTIES SECURITIES SUBSIDIARY GOVERNANCE SHAREHOLDERS ENFORCEMENT INSURANCE CONTROLLING SHAREHOLDERS INTERESTS ACCESS TO CAPITAL MARKETS STATE INVESTOR FINANCIAL DEVELOPMENT ACCOUNTING STANDARDS BUSINESS CLIMATE INVESTMENT SHARE ORGANIZATION PORTFOLIO MANAGER EQUALITY COMPLIANCE OFFICER FINANCE CORPORATION INTERNAL CONTROL BUSINESS ENVIRONMENT BANKING COMPETITIVE MARKETS GOOD CORPORATE GOVERNANCE INVESTOR RELATIONS SHAREHOLDER INTERESTS INDIVIDUALS STAKEHOLDER INVESTMENTS RISK MANAGEMENT SOCIETY CAPITAL EXPENDITURES INDEPENDENT DIRECTOR SHAREHOLDER MERGER AUDIT ASSET SALES CUSTOMERS INTERNATIONAL INVESTORS FIDUCIARY DUTY COOPERATIVE SMALL BUSINESSES COST OF CAPITAL PRIVATE ENTERPRISE CONSOLIDATION CORPORATE GOVERNANCE ESTATE INVESTMENT DECISION This is a book about directorship. More precisely, it’s about nominee directors, who are nominated by IFC and other development finance institutions (DFIs) to the boards of investee companies to fulfill a dual mandate: first, they are expected to perform all the duties and tasks of a board member. Second, they are also charged with improving the corporate governance, sustainability, and ethical behavior of the investee company. This need exists because the empirical evidence indicates that in many developing countries it is nearly impossible to create long-term shareholder value without marked improvements in these areas. This book, based on sound research and real-life examples, offers not only a useful learning platform but also, the authors hope, an entertaining read. It focuses on directorship and leadership skills in the boardroom and does not attempt to cover the whole ‘waterfront’ on corporate governance issues. Many other publications (including some found on the IFC website) deal extensively with the structures, processes, and legal frameworks of corporate governance. The story emphasizes the learning and adapting that must go on for a nominee director to be effective in encouraging change and improvement on the board and in the company. It draws on specific situations to illustrate that IFC rules and instructions cannot always be perfectly followed: the nominee director is in the ‘heat of the battle,’ under time pressure, and confronted with dilemmas and uncertainty that only in hindsight can be structured and analyzed clearly. The target audience of the incredible adventures of Carla is nominee directors, especially those who are newly appointed or candidates who are considering taking on such a role. It aims to expose them to the challenges in the behavioral dimension of corporate governance and to help them learn, through Carla’s experience, the actions and communications that can help them, or not help them, achieve the goals they are committed to. 2015-06-25T14:57:14Z 2015-06-25T14:57:14Z 2015-03 Working Paper http://documents.worldbank.org/curated/en/2015/06/24606842/incredible-adventures-carla-practical-guide-nominee-directors http://hdl.handle.net/10986/22062 English en_US CC BY-NC-ND 3.0 IGO http://creativecommons.org/licenses/by-nc-nd/3.0/igo/ International Finance Corporation World Bank Group, Washington, DC Publications & Research Publications & Research :: Working Paper