9.7 Summary

This chapter presents the confrontation of the theoretical model of this study with the analysis of changing board attributes in three countries. The theoretical model in part I of this study is based on several assumptions related to key attributes of one-tier and two-tier boards. The assumptions are developed by means of a conflict and a consensus perspective of board organization. The assumptions give rise to three propositions that suggest that directors are under pressure to change the attributes of their boards.

The empirical analyses in part II of this study suggest that changes can be observed in the way boards of directors of listed corporations are composed and organized in the US, the UK and the Netherlands. This process of board model transformation and convergence may suggest that directors are increasingly understanding the need to comply with emerging international corporate governance standards. In addition, amongst other things, it may suggest that self-regulation through codes of best practices, listing requirements and guidelines from institutional investors can be an effective strategy to regulate the governance structure of listed corporations.


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Maassen, G.F. (2002). An International Comparison of Corporate Governance Models. A Study on the Formal Independence and Convergence of One-Tier and Two-Tier Corporate Boards of Directors in the United States of America, the United Kingdom and the Netherlands.

Maassen, G.F. (2002). An International Comparison of Corporate Governance Models. A Study on the Formal Independence and Convergence of One-Tier and Two-Tier Corporate Boards of Directors in the United States of America, the United Kingdom and the Netherlands. Amsterdam: Spencer Stuart Executive Search.