Purpose – This study seeks to explore how non-executive directors address governance problems on Dutch two-tier boards. Within this board model, challenges might be particularly difficult to address due to the formal separation of management boards' decision-management from supervisory boards' decision-control roles. Design/methodology/approach – Semi-structured interviews and a questionnaire among non-executive directors provide unique insights into three major challenges in the boardrooms of two-tier boards in The Netherlands. Findings – The study indicates that non-executive directors mainly experience challenges in three areas: the ability to ask management critical questions, information asymmetries between the management and supervisory boards and the management of the relationship between individual executive and non-executive directors. The qualitative in-depth analysis reveals the complexity of the contributing factors to problems in the boardroom and the range of process and social interventions non-executive directors use to address boardroom issues with management and the organization of the board. Practical implications – While policy makers have been largely occupied with the “right” board composition, the results highlight the importance of adequately addressing operational challenges in the boardroom. The results emphasize the importance of a better understanding of board processes and the need of non-executive directors to carefully manage relationships in and around the boardroom. Originality/value – Whereas most studies have focussed on regulatory initiatives to improve the functioning of boards (e.g. the independence of the board), this study explores how non-executive directors attempt to enhance the effectiveness of boards on which they serve.
The decision-making process in boardrooms has a significant impact on organizational performance. In the last two decades, scientific research on the decision-making process in boardrooms has increased. This resulted in a substantial body of knowledge about boardroom factors and their relation to organizational performance. However, the effectiveness of the decision-making process in boardrooms is still mainly a black box. Amongst other things, scientific findings seem to contradict each other, which could mean additional insights are still missing. This research aims to contribute to a better understanding of this black box.
The central research question in this study is: Which meaning is given to sustainability within a Dutch housing association and does making sense of the concept of sustainability lead to sustainable strategic choices? The chosen research strategy is a longitudinal case study in the Dutch housing association Welbions. Data was collected in three periods between 2009 and 2018. Welbions associates sustainability mainly with the financial position, costs and affordability, and interprets the concept as investment measures in energy savings, reducing the usage of gas and CO2-emissions which are aimed at in covenants. From the listed factors influencing strategic decision-making, the economic, technical and personal frames appeared to be used mostly. The organizational and ethical frame were used only once, and the aesthetic frame was not used at all. Noteworthy is that ecological developments were not mentioned. Frames derived from the decision criteria showed a dominating economic frame. Making sense of sustainability does not result in sustainability-based actions, or choice. This indicates that sustainable values have not gained a position in strategic decision-making, compared to traditional values such as cost-efficiency and affordability.
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