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How to Build a Better Board
by Jay Lorsch, Martha Lagace
HBS Working Knowledge


02/27/2004

12/22/2003
In this interview drawing on his new book Back to the Drawing Board, co-written with Colin B. Carter, Jay Lorsch says that boards need to work smarter and with a design in mind. This means reviewing the roles the board serves, how the work is structured, the criteria for choosing board members, methods for keeping board members current, and the behaviors that create effective teamwork at the board level.

Lorsch emphasizes the importance of what goes on inside the boardroom that is not seen from the outside. To make these unseen processes go right, boards first need to decide on the role that they will play. Certain best practices should be included along with the optional choices suggested by the role chosen. These include evaluating the CEO, overseeing the formulation of strategy, approving the strategic direction of the company, and monitoring how well the strategy is working, be involved in succession planning, and having an effective audit and compensation committee.

Probably the most important point, and the one that Lorsch says surprised him the most, is that most CEO are concerned about the inability of boards to retain information from one meeting to the next. Boards need to be provided with better information, and this does just mean holding more meetings. An excerpt from the book highlights 11 things that can and often do go wrong behind closed doors.
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