Modern board governance began to take shape in the United States in the early 1980s. In the early 21st century, we saw the introduction of binding regulations for financial institutions and the stock exchanges. In 2003, the Sarbanes-Oxley Act came into power.

In The Theory of Governance, John Carver wrote, “Drucker (1974) observed that corporate boards have one thing in common, ‘they do not function.’” Others have characterized them as “largely irrelevant through most of the twentieth century” (Gillies, 1992), “pawns (rather than) potentates” (Lorsch, 1989), “ornaments” (Mace, 1971), and, most picturesquely, “like ants on a log in turbulent water who think they are steering the log” (anonymous, quoted by Leighton and Thain, 1997).


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