Inside the boardroom: exploring board member interactions

Pieter‐Jan Bezemer · Gavin John Nicholson · Amedeo Pugliese

50 citations0/0 files storedQualitative Research in Accounting & Management

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Corporate Finance and Governance Corporate Governance and Law Gender Diversity and Inequality

Abstract

Purpose – This study aims to open up the black box of the boardroom by directly observing directors’ interactions during meetings to better understand board processes. Design/methodology/approach – We analyze videotaped observations of board meetings at two Australian companies to develop insights into what directors do in meetings and how they participate in decision-making processes. The direct observations are triangulated with semi-structured interviews, mini-surveys and document reviews. Findings – Our analyses lead to two key findings: while board meetings appear similar at a surface level, boardroom interactions vary significantly at a deeper level (i.e. board members participate differently during different stages of discussions), and factors at multiple levels of analysis explain differences in interaction patterns, revealing the complex and nested nature of boardroom discussions. Research implications – By documenting significant intra- and inter-board meeting differences, our study challenges the widespread notion of board meetings as rather homogeneous and monolithic, points towards agenda items as a new unit of analysis and highlights the need for more multi-level analyses in a board setting. Practical implications – While policymakers have been largely occupied with the “right” board composition, our findings suggest that decision outcomes or roles’ execution could be potentially affected by interactions at a board level. Differences in board meeting styles might explain prior ambiguous board structure-performance results, enhancing the need for greater normative consideration of how boards do their work. Originality/value – This study complements existing research on boardroom dynamics and provides a systematic account of director interactions during board meetings.

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References

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