Corporate Governance Matters: A Closer Look at Organizational Choices and Their Consequences
Corporate Governance Mattersbrings together comprehensive and objective information for directors and others seeking to improve corporate governance. Writing specifically for practitioners, the authors thoroughly examine the choices available in designing governance systems, explaining what is known about how these choices impact organizational performance. The authors avoid ideological preconceptions and unsupported opinion, taking an empirical approach that relies on the available statistical and research evidence. Each chapter focuses on one governance feature, reviewing its potential benefits and costs. The authors present conclusions where the evidence supports them and candidly identify areas where broad conclusions cannot be drawn. Corporate Governance Mattersthoroughly addresses key issues ranging from strategic oversight to risk management, succession planning to compensation. Thoughtful and measured throughout, it will be an indispensable resource for directors, policymakers, institutional investors, and researchers alike. Assessing Board of Directors’ rolesUnderstanding board duties, liability, selection, compensation, removal, and structure Compensating and motivating executivesAssessing executive labor markets and planning compensation, incentives, and equity Ensuring effective reporting and controlImproving the effectiveness of audit committees and external auditors Understanding external influencesEvaluating institutional shareholders, activist investors, proxy advisory firms, and governance ratings  “An outstanding work of unique breadth and depth providing practical advice supported by detailed research.”--Alan Crain, Jr.,Senior Vice President and General Counsel, Baker Hughes “Extensively researched, with highly relevant insights, this book serves as an ideal and practical reference for corporate executives and students of business administration.”--Narayana N.R. Murthy,Infosys Technologies “Fascinating, engaging, and full of useful information–a must-read!”–Heidi Roizen,Founder, CEO and Chief Lyrical Officer, Skinny Songs “A tour de force. David Larcker and Brian Tayan have written an easy-to-read, crucial-to-know overview of corporate governance today.”--Stephen A. Miles,Vice Chairman, Heidrick & Struggles “Corporate Governance Matters is sure to become required reading for director education and an essential desk reference for all corporate governance practitioners.”--Abe M. Friedman,Managing Director, BlackRock “David Larcker and Brian Tayan are the premier students and among the most thoughtful authorities on corporate governance.”--Arthur Rock,Principal of Arthur Rock & Co. “Corporate Governance Matters is a comprehensive, objective, and insightful analysis of academic and professional research on corporate governance.”--Professor Katherine Schipper,Duke University, and former member of the Financial Accounting Standards Board “They did it! Larcker and Tayan have cracked the code on the connections between corporate governance and corporate performance.”--Ira Kay,Managing Partner, Pay Governance LLC “When it comes to corporate governance, it seems that everyone has an opinion. David Larcker and Brian Tayan, however, have the facts.”--Professor Joseph A. Grundfest,Stanford Law School