Having had interactions with board members at 2 Fortune500 companies I worked for, I have pretty much lost faith in the "board members reflect the shareholders and manage the executive team" model. In one case, the board member said that the only material about the company they were ever given was carefully constructed/managed by the CEO/executive team and was not detailed enough to support any critical analysis of e…
for the uninitiated, could you list a few examples when board members (directors) were held responsible? famous court cases?
https://www.govinfo.gov/content/pkg/CPRT-107SPRT80393/pdf/CPRT-107SPRT80393.pdf
I personally have not looked into this very much, but the difficulty of recruiting active, competent members for the board of directors was mentioned often by 2 directors I knew.edit: Thinking more about this, I think that the difficulty recruiting directors with related competence came from a fear of Sarbanes-Oxley laws and “imputed” conflict of interest complaints for the prospective director. In practice, SOX could be really difficult.