The Power and Functions of Boards of Directors: A Theoretical Synthesis

Mayer N. Zald

414 citations0/0 files storedAmerican Journal of Sociology

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Elite Sociology and Global Capitalism Corporate Finance and Governance Management and Organizational Studies

Abstract

Many social scientists have assumed that the boards of directors (governing boards) of corporate organizations control their organizations in name only. Others, examining the relationship of American social and business elites to the operation of welfare organizations and elite social clubs conclude that they are controlled by their boards. This contradiction is resolved by a theoretical analysis of the external "detachable" resources, personal characteristics, and strategic contingency situations conducive to more or less board power vis-a-visexecutives. Bases of board power include control of resources and knowledge about organizational operation. Personal characteristics affecting board members power are social status and sex. Strategic contingencies are events of organizational life cycles, such as mergers, major program and goal changes, and selection of chief executives, conducive to the exercise of board power.

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References

1933The Modern Corporation and Private Property 1956The Power Elite 1957Leadership in administration 1964The Economic Theory of `Managerial' Capitalism.1958Industrial Society and Social Welfare 1954Community Power Structure 1942The Managerial Revolution: What is Happening in the World.1959Strategies, Structures, and Processes of Organizational Decision

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