'Too Unsafe to Monitor? How Board–CEO Cognitive Conflict and Chair Leadership Shape Outside Director Monitoring'.
Published on the Academy of Management Journal
Corporate Governance regulation and practice highlight the role played by outside directors and independent Chairs in monitoring the CEO and the Top Management Team in listed corporations. In a recent study 'Too Unsafe to Monitor? How Board–CEO Cognitive Conflict and Chair Leadership Shape Outside Director Monitoring' forthcoming in The Academy of Management Journal, Prof Pugliese and his co-authors (Dennis Veltrop, University of Groningen - The Netherlands; Pieter-Jan Bezemer, Edith Cowan University - Australia and Gavin Nicholson, QUT - Australia) argue that outside directors may find it extremely hard to monitor and challenge CEOs' decisions - due to the difficulties in channeling and translating their criticism and different viewpoints into monitoring.
'Paradoxically - says Prof. Amedeo Pugliese (dSEA, University of Padova) - research into boards of directors provides mixed support for the view that outside directors’ independence and/or leadership by an independent chair improves board monitoring'. The article emphasizes the role of the Chair of the board in helping to mitigate these conflicts and favour monitoring through facilitation rather than directly countering the CEOs and steering the agenda. 'Rather than challenging the idea that independent directors are do not ensure proper monitoring - concludes Prof Pugliese - we highlight some boundary conditions that should be taken into account if boards really want to leverage on outside directors' skill set'. The study relies on a mixed-method approach and exploits micro level data gathered in Australia and The Netherlands to corroborate evidence surrounding why directors may not be able to fully enact their monitoring role and how the Chair may facilitate this.