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Board Practice in Major Nordic Companies

A Comparative Study of Performance and Regulation

Professor emeritus Sven-Erik Sjöstrand (project director), Associate professor Markus Kallifatides (ass. project director), and MSc Lars Grönberg.

Professor Tom Berglund (Hanken School of Economics) is responsible for the Finnish part of the study. Professor Flemming Poulfelt (Copenhagen Business School) is responsible for the Danish part. Professor Morten Huse (formerly at BI, Oslo) assists in the Norwegian study.

The study is to provide knowledge of how corporate boards in major Nordic companies function in practice, and why they operate the way they do. This knowledge will enable conclusions on the important dimensions with regards to efficiency of boards, i.e. their ability to contribute to the reproduction of value-creating structures.

In the study, knowledge is sought of the particular impact of boards (chair and other directors) on corporate development in “competition” with other forces within and around the company (such as owners, managers, financiers, advisors, authorities, et c). The board may in particular influence [i] which cases qualify as board items and [ii] how these cases are dealt with. Of particular interest is the board’s impact on different types of cases, e.g., on a major investment decision, a management change, a dividend pay-out, a CEO replacement, etc.

The study focuses both on board composition and recruitment, i.e. the selection process, and on the dynamics within and around the board (formal and informal processes), as well as on the contexts (e.g. the prevalence of legal and other prescriptions and the practical implications of these). Board composition is studied in terms of the grounds of selection of individual directors, and who the major actors are in that process. Board dynamics is studied in such a way that the role of the board in relation to particular cases is investigated and estimated in terms of impact. In other words: do corporate boards add value, for example, by providing and executing evaluative capacity? Do corporate boards govern corporations?

The primary method deployed is interviewing directors and executive managers in about 40 major Nordic companies. Other actors, such as major shareholders without board seat are sometimes also also interviewed, depending on the settings in the different cases.

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