Wei Shi - Understanding and Managing Strategic Governance

1 Cover

2 Title Page Understanding and Managing Strategic Governance WEI SHI ROBERT E. HOSKISSON

3 Copyright

4 Dedication

5 Preface HOW TO USE THIS BOOK AUDIENCE AND APPROACH ACKNOWLEDGMENTS

6 About the Authors

7 CHAPTER 1: Introduction to Strategic Governance and Internal Governance Actors INTERNAL GOVERNANCE PURPOSES FOR BOARDS OF DIRECTORS BOARD STRUCTURE AND PROCESS: EFFECTIVE BOARD STRATEGIC CONTROL AND MONITORING EMPLOYEES AS INTERNAL GOVERNANCE ACTORS CHAPTER OVERVIEWS NOTES

8 CHAPTER 2: Introduction to External Governance Actors EXTERNAL GOVERNANCE ACTORS WITH DIRECT INFLUENCE AND ALIGNED INTERESTS EXTERNAL GOVERNANCE ACTORS WITH DIRECT INFLUENCE AND DIFFERING INTERESTS EXTERNAL GOVERNANCE ACTORS WITH INDIRECT INFLUENCE AND ALIGNED INTERESTS EXTERNAL GOVERNANCE ACTORS WITH INDIRECT INFLUENCE AND DIFFERING INTERESTS COPING WITH EXTERNAL GOVERNANCE ACTORS NOTES

9 CHAPTER 3: Governance Actors and Corporate Strategy GOVERNANCE ACTORS AND DIVERSIFICATION STRATEGIES BOARD MONITORING, EXECUTIVE COMPENSATION, AND DIVERSIFICATION STRATEGY GOVERNANCE AND STRATEGIC ALLIANCES GOVERNANCE AND ACQUISITIONS GOVERNANCE AND DIVESTITURES OTHER GOVERNANCE ACTORS: PROXY INTERMEDIARIES, FINANCIAL ANALYSTS, AND THE MEDIA INSTITUTIONAL CHANGE, GOVERNANCE, AND RESTRUCTURING OF DIVERSIFIED BUSINESS GROUPS SUMMARY OF FIT OR MISFIT BETWEEN MARKET INSTITUTIONS AND CURRENT DIVERSIFICATION STRATEGY LEVERAGING GOVERNANCE ACTORS TO PURSUE AN EFFECTIVE CORPORATE STRATEGY NOTES

10 CHAPTER 4: Governance Actors and Innovation Strategy INNOVATION STRATEGY GOVERNANCE ACTORS' INFLUENCE ON INNOVATION LEVERAGING GOVERNANCE ACTORS TO FOSTER APPROPRIATE INNOVATION STRATEGY NOTES

11 CHAPTER 5: Governance Actors and Competitive Strategy RESOURCE PROVISION AND ENGAGED GOVERNANCE ACTORS TRANSACTIONAL GOVERNANCE ACTORS THAT PROVIDE RESOURCES ENGAGED GOVERNANCE ACTORS WITHOUT RESOURCE PROVISION TRANSACTIONAL GOVERNANCE ACTORS WITHOUT RESOURCE PROVISION MANAGING GOVERNANCE ACTORS FOR A WINNING COMPETITIVE STRATEGY NOTES

12 CHAPTER 6: Governance Actors and Global Strategy GLOBAL STRATEGY RESOURCE-PROVISION GOVERNANCE ACTORS WITH LOW RISK TOLERANCE RESOURCE PROVISION GOVERNANCE ACTORS WITH HIGH RISK TOLERANCE GOVERNANCE ACTORS WITH LOW RISK TOLERANCE BUT NO RESOURCE PROVISION GOVERNANCE ACTORS WITH HIGH RISK TOLERANCE BUT NO RESOURCE PROVISION MANAGING GOVERNANCE ACTORS FOR A WINNING GLOBAL STRATEGY GOVERNANCE ACTORS AND LEGITIMACY IN GLOBAL STRATEGY NOTES

13 CHAPTER 7: Governance Actors and Stakeholder Strategy STAKEHOLDER STRATEGY ENGAGED GOVERNANCE ACTORS WITH A STRONG EMPHASIS ON FINANCIAL OBJECTIVES TRANSACTIONAL GOVERNANCE ACTORS WITH A STRONG EMPHASIS ON FINANCIAL OBJECTIVES ENGAGED GOVERNANCE ACTORS WITHOUT A STRONG EMPHASIS ON FINANCIAL OBJECTIVES TRANSACTIONAL GOVERNANCE ACTORS WITHOUT A STRONG EMPHASIS ON FINANCIAL OBJECTIVES LEVERAGE GOVERNANCE ACTORS TO PURSUE AN EFFECTIVE STAKEHOLDER STRATEGY PROACTIVE DISCLOSURE AND ENGAGEMENT RECOMMENDATIONS FOR BOARD MEMBERS NOTES

14 CHAPTER 8: Governance Actors and Corporate Political Strategy CORPORATE POLITICAL STRATEGY GOVERNANCE ACTORS AND CHOICE OF CORPORATE POLITICAL STRATEGY MANAGING GOVERNANCE ACTORS TO CREATE POLITICAL ADVANTAGES NOTES

15 CHAPTER 9: Strategic Governance in a New Era CORPORATE GOVERNANCE TRENDS MANAGING STRATEGIC GOVERNANCE IN A NEW ERA GOVERNANCE-EXECUTIVE INTERACTION MODEL NOTES

16 Index

17 End User License Agreement

1 Chapter 1 FIGURE 1.1 Understanding and managing the strategic governance challenge. FIGURE 1.2 Board diversity of S&P 1500 firms.

2 Chapter 2 FIGURE 2.1 Institutional ownership for S&P 1500 firms (2000–2018). FIGURE 2.2 Classification of external governance actors. FIGURE 2.3 Foreign institutional ownership, 2000–2017. FIGURE 2.4 Average short interest of S&P 1500 firms (1995–2018). FIGURE 2.5 Response strategies to different external governance actors.

3 Chapter 3FIGURE 3.1 Shareholders' and top managers' utility and diversification.FIGURE 3.2 Shareholders' and top managers' utility and diversification as po...FIGURE 3.3 Shareholders' and top managers' utility and diversification as ri...FIGURE 3.4 Average CEO salary and tenure of S&P 1500 firms.FIGURE 3.5 Costs and diversification.FIGURE 3.6 Lower transaction costs and diversification.FIGURE 3.7 Institutional environments and dominant corporate diversification...FIGURE 3.8 Response strategies to different governance actors.

4 Chapter 4FIGURE 4.1 Governance actors and orientation toward innovation.FIGURE 4.2 Governance actors’ response strategies to foster innovation.

5 Chapter 5FIGURE 5.1 Governance actors and competitive strategy.FIGURE 5.2 Managing governance actors for a winning competitive strategy.

6 Chapter 6FIGURE 6.1 Governance actors and global strategy.FIGURE 6.2 Foreign director ratio of S&P 1500 firms.FIGURE 6.3 Managing governance actors for a successful global strategy.

7 Chapter 7FIGURE 7.1 Different types of stakeholder strategy.FIGURE 7.2 Governance actors and stakeholder strategy.FIGURE 7.3 Leveraging governance actors in designing stakeholder strategy.

8 Chapter 8FIGURE 8.1 Types of corporate political strategy.FIGURE 8.2 Governance actors and corporate political strategy.FIGURE 8.3 Berkshire Hathaway lobbying expenditure.FIGURE 8.4 Hedge fund political contributions.FIGURE 8.5 Manage governance actors for a successful corporate political str...FIGURE 8.6 Number of shareholder proposals on political spending.

9 Chapter 9FIGURE 9.1 Number of shareholder activism campaigns targeting US and non-US ...FIGURE 9.2 Managing strategic governance in a new era.FIGURE 9.3 Model of governance-executive interactions.FIGURE 9.4 Recommendations for boards and executives.

1 Cover

2 Table of Contents

3 Title Page Understanding and Managing Strategic Governance WEI SHI ROBERT E. HOSKISSON

4 Copyright

5 Dedication

6 Preface

7 About the Authors

8 Begin Reading

9 Index

10 End User License Agreement

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