This scholarly book sets out actionable research and knowledge about boards and governance. It covers a range of different countries and sizes of firms. Its objectives are to present:

·        the human side of corporate governance, opening the ‘black box’ of actual board behaviour;

·        how boards of directors can contribute to value creation;

·        an ethical dimension of boards and governance;

·        a cohesive and coherent framework for exploring boards of directors

It succeeds admirably in all its objectives and provides the reader with a very interesting account of different board dynamics.

Four different definitions of corporate governance are presented and discussed, the managerial definition, the shareholder definition, the stakeholder definition, and the firm definition. Chapters cover internal and external actors, (eg employees, shareholders) and their interactions with board members within defined structures, contexts and resources. Decision-making culture, board task expectations and theories, board performance and sustainable value creation are discussed in detail.

To guide the reader through the different interpretations and researches into the role of boards and corporate governance the book is highly structured. There is an overall framework for the book showing in diagrammatic form how the chapters interlink. This is repeated at the beginning of each chapter with an indication of which chapter has been arrived at. This means there is some repetition. However, the result is that the reader is always clear as to the progress of the views and theories as they are expounded.

Recent scandals have brought into focus the importance of corporate governance in the conflicts between the various interest groups. A number of codes have been developed to try and improve corporate governance. These are sets of best-practice recommendation for the structure and behaviour of boards and need to be tailored to the country. The history of codes in a number of countries is discussed in the book starting with the first recognised code developed by the US Business Round Table in the 1970s.

Research into the pros and cons of small versus large boards is discussed as is the role of women on corporate boards, diversity, family firms corporate life cycles, leadership roles and style and a myriad of other important topics. The final chapter summarises the whole book and comments on ethics, balancing the board’s skills and experience and the human side of corporate governance. This is a ‘must read’ for every board member and everyone interested in the dynamics and workings of boards worldwide.

Rosemary Connell