Corporate governance has been perceived as indispensable in the contemporary business setup
as it empowers corporations to realize their corporate objectives, protect shareholder rights,
meet legal requirements and demonstrate to a wider public how they are conducting their
business. As corporations grow in size and complexity and doing business in the global arena,
it has become essential for boards to uphold the highest standards of corporate governance
and to perform its role effectively. Evidence reveals that noncompliance and ineffective board
functioning have resulted in collapse of corporate giants around the globe. An effective board
is perceived as a requirement for a sound corporate governance framework based on the view that effective boards are likely to positively influence company performance. The board of
directors acts as one of the most important governance mechanisms in aligning the interests
of managers and shareholders. An effective board of directors is at the heart of the governance
structure of a well-functioning and well-governed corporation, acting as the ultimate internal
monitor. Ideally, the board guides long-term corporate strategy, puts the key agents in place
to implement it, and monitors performance against the strategy set out. Prior studies recognize
that board size and composition makes a board efficient and effective towards performing its
duties and responsibilities. Those studies have revealed the fact that different continents react
differently in terms of the corporate governance practices (Farrar, 2001; and Bonn, 2004).
In fact, the effectiveness of board which lies in its structure and configuration, such as board
size, proportion of executive and non-executive directors, board leadership structure, board
diversity including gender diversity, etc., are the major issues, and that is why in most of the
codes and principles of corporate governance, and board attributes have been taken into
account as one of the most important provisions of corporate governance legislation across
the globe.
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