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Decision Making in the Corporate Boardroom: Designing the Conditions for Effectiveness

Bailey, Bernard C.

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2012, Doctor of Philosophy, Case Western Reserve University, Management.
During the past twenty years legislative and regulatory actions have driven significant changes in the structure and processes of corporate boards. During this same period scholars have provided confounding empirical evidence regarding the efficacy of these reforms on firm performance. The simple reality is we have little understanding regarding the behavioral processes and dynamics associated with board decision making, despite the fact that a potent reminder from the Enron disaster is “good governance comes down to directors making good decisions” (Useem, 2003: 249). Using a multi-methods research approach, this dissertation is built around three separate but interrelated studies. These studies are designed to open the “black box” of the boardroom by investigating the strategic decision making processes of publicly traded U.S. corporate boards with the intent of gaining insights into how strategic decisions are made and their associated behavioral processes and board dynamics. The first study – a qualitative study of eight firms - draws upon decision making theory in order to assess the characteristics that motivate boards to deploy procedural rationality in their strategic decision-making deliberations. I propose that boards that align around a unified corporate purpose, have balanced power relationships, and effective board leadership are more likely to employ rational decision-making processes in lieu of political behaviors. The second study is a quantitative study based on a survey of 151 directors representing 119 U.S. publicly traded companies. This study, drawing on Forbes and Milliken’s (1999) procedurally rational model for strategic decision making, provides support for the creation of two factors - a climate of respect within the boardroom as well as collaboration between the executive team and board members - as antecedents in creating procedurally rational decision-making processes. The third study further examines the relationship of trust in the boardroom. Drawing upon the theoretical inspirations of Luhmann (1979) as well as theoretical frameworks from Lewicki, McAllister, and Bies (1998) and Sundaramurthy and Lewis (2003), I examine how boards are able to create and maintain environments of simultaneous High Trust / High Distrust. I propose that both trust and distrust coexist in boardrooms that have high levels of respect and adhere to a process orientation. Taken together, the three studies serve to triangulate around socio-psychological processes and behavioral structures as critical components in understanding the dynamics of board level strategic decision making. This dissertation contributes to the understanding of boards of directors as complex dynamic systems. Contributions add to concepts on strategic decision making, trust, board leadership and board power relationships.
Simon Peck, PhD (Committee Chair)
Diana Bilimoria, PhD (Committee Member)
Richard Boyatzis, PhD (Committee Member)
Kalle Lyytinen, PhD (Committee Member)
Terry McNulty, PhD (Committee Member)
269 p.

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Citations

  • Bailey, B. C. (2012). Decision Making in the Corporate Boardroom: Designing the Conditions for Effectiveness [Doctoral dissertation, Case Western Reserve University]. OhioLINK Electronic Theses and Dissertations Center. http://rave.ohiolink.edu/etdc/view?acc_num=case1333570218

    APA Style (7th edition)

  • Bailey, Bernard. Decision Making in the Corporate Boardroom: Designing the Conditions for Effectiveness. 2012. Case Western Reserve University, Doctoral dissertation. OhioLINK Electronic Theses and Dissertations Center, http://rave.ohiolink.edu/etdc/view?acc_num=case1333570218.

    MLA Style (8th edition)

  • Bailey, Bernard. "Decision Making in the Corporate Boardroom: Designing the Conditions for Effectiveness." Doctoral dissertation, Case Western Reserve University, 2012. http://rave.ohiolink.edu/etdc/view?acc_num=case1333570218

    Chicago Manual of Style (17th edition)