Making Corporate Boards More Effective

While your corporate board may have broadly defined legal duties, its role in evaluating management, providing strategic oversight, and dealing with the complexity of today's regulatory environment has never been more tested—or more critically dependent on effective leadership. Whether the issue is financial resilience, corporate strategy, executive compensation, or regulatory compliance, this program is designed to help you promote sound governance. You will learn what it takes to design an optimal board structure, lead the organization through periods of adversity and opportunity, and harness the considerable talents of your board members to create a cohesive and forward-thinking unit.

What You Can Expect

Joined by a diverse peer group of board members, you will examine how today's boards are contending with profound questions about their roles. You will be exposed to the latest thinking on the internal function of the board, interaction with management, and overall board relations. As a result, you will discover how to strengthen the corporation's ultimate responsibility and performance while improving your ability to contribute meaningfully to corporate oversight activities.

Your Course of Study

You will learn what the board needs to do for greater impact—from designing the right structure and ensuring the right members to evaluating CEO performance measurement and compensation to planning for orderly management succession and managing through crises. Upon returning to the boardroom, you will have the tools and frameworks to leverage the board's time, knowledge, and insights and ensure greater corporate oversight.

Who Is Right for the Program

This leadership development program is intended primarily for board members of large publicly held companies. The curriculum also addresses the needs of companies that are planning to go public or undergo a transformation.

What You Can Expect

Improving Boardroom Effectiveness

All corporate boards must have well-defined responsibilities and relevant information flow. Perhaps most important, board members also must learn how to collaborate as a team when they oversee strategy, compliance, and succession planning.

Making Corporate Boards More Effective focuses on activities that are crucial to boardroom effectiveness, keeping in mind that time is limited and that getting the right information is critical. You will be exposed to insights on the core responsibilities, working relationships, and best practices of corporate boards and management teams.

Equipped with new skills and perspectives, you will work through issues such as:

Role of the board—How well does your board understand its responsibilities? The board has latitude within its legal responsibilities to define its precise role in relationship to strategy, succession, and compliance.
Business strategy—Is your company's strategy sound and profitable? If the business strategy is not working, the board is responsible for fixing it. You will explore ways for the board to work actively and constructively with management to solve problems while avoiding value destruction.
Impact of regulations on the core mission—What approach should your company take to comply with changing regulatory regimes? You will examine the latest requirements for financial reporting and executive compensation, as well as a comprehensive roadmap for responding positively to increasing levels of shareholder activism.
Crisis management—How will your board react to unexpected crises? You will explore strategies for dealing with emergencies that could destroy your company, including the departure of the CEO, hostile or friendly takeovers, environmental catastrophes, shareholder fraud, or other gross malfeasance.
Dynamics of influence—Are your board meetings effective? You will acquire the frameworks needed to enhance discussion and decision making, meet guidelines, and ensure that board meetings are conducted more efficiently.

Enhancing Your Contribution as a Board Member

Growing government oversight and heightened investor and media scrutiny present fresh opportunities to evaluate your contributions as a board leader or member. You will benefit from the latest research and practices that improve your ability to:

Understand your company's core business and strategy
Leverage your knowledge, skills, and experience to impact the board's unique mission and operating structure—whether you are an outside director or an executive member
Assemble and analyze the right level of information that will allow you to make better decisions
Know when to seek advice from outside consultants and when to rely on your own judgment and experience

Your Course of Study

Through focused lectures and in-depth case studies, you and a group of distinguished peers will examine how effective boards build positive relationships and efficient processes. You will examine the most relevant strategic and organizational issues facing boards of directors today. Examples taken from companies in diverse industries will drive home the need for transparency, trust, and close cooperation between board members and the management team. Curriculum topics include:

Board Roles and Responsibilities

Designing the most appropriate board structure, processes, and complement of directors
Recruiting, motivating, and compensating the CEO
Defining the legal responsibilities of directors
Maximizing board productivity and cooperation between its members and the management team

Corporate Strategy Review

Understanding the intricacies of the business model, how the company makes money, and the ways that a board can jeopardize a company
Identifying the information and metrics that enable the board to approve and oversee company strategy
Enhancing the board's role in strategic planning, goal setting, and initiating change
Working with management to measure profitability against stated strategies for both short-term and long-range value creation
Fixing broken strategies
Planning for management succession

Regulatory Compliance and Reporting

Formulating an external financial reporting and disclosure strategy
Covering increasingly complex regulatory and reporting bases, while ensuring the company is moving in the right direction
Evaluating compensation structures in light of recent regulatory actions
Managing the shift to greater involvement from activist shareholders

Crisis Management

Handling unanticipated company crises, such as hostile or friendly takeovers, CEO departures, and firings
Separating reputational risk from the ethical imperative to do what is best for the company
Uncovering and responding to indications of malfeasance or other misconduct
Dealing with exposure to both known and unknown risks

Effective Meetings and Informed Decision Making

Leading constructive, consensus-building board meetings with time-efficient agendas
Understanding how interactions among the directors and their backgrounds can impact decision making and outcomes
Building the right board structure to develop an effective functioning group rather than a collection of independently operating individuals

"Frankly, I was skeptical that Making Corporate Boards More Effective would be of much value since I have been on boards for the last 20 years. My biases were quickly overcome. I want to compliment HBS on the quality course materials, the lively classroom dialogues, and the knowledge that the faculty brought to the table—I returned to my board duties enlightened."
Marc Oken [Managing Partner], Falfurrias Capital Partners, U.S.

Who Is Right for the Program

Making Corporate Boards More Effective is designed to meet the needs of board members in both large public companies and established companies planning to go public. Emphasizing the common issues facing all boards of directors of public companies, the program welcomes participants from a broad range of industries.

"Networking with peer directors, I was able to gauge whether they were having similar board experiences and learn from their various perspectives and insights. This definitely strengthened my commitment to continue exchanging ideas and practices as board service becomes more demanding and reaches a higher level of performance. The behind-the-scenes comments from participants who had actually been present in some of the cases discussed—like Disney, HP, and American Express—were invaluable."
Luis A. Jimenez [Director], Great Plains Energy, U.S.

Meet the Program Faculty

Like all Harvard Business School Executive Education programs, Making Corporate Boards More Effective is taught by a core faculty of HBS professors. Our faculty members are widely recognized as skilled educators, groundbreaking researchers, and award-winning authors.

Through publishing, consulting, and teaching, they leverage their business expertise and field-based research to create new knowledge and enduring concepts that shape the practice of management. The result is a teaching team that exposes participants to multiple perspectives, challenging their thinking and encouraging new practices that result in superior business leadership.

Core Faculty

Rakesh Khurana, Marvin Bower Professor of Leadership Development. Member of the Organizational Behavior Unit.

Jay W. Lorsch, Louis E. Kirstein Professor of Human Relations. Member of the Organizational Behavior Unit; faculty chair of the "Corporate Governance Programs," "Leading Professional Service Firms," and "Making Corporate Boards More Effective."

Krishna G. Palepu, Ross Graham Walker Professor of Business Administration, Senior Advisor to Harvard's President on Global Strategy. Member of the Accounting and Management and the General Management Units; faculty chair of the "Global CEO Program for China" and "Building Businesses in Emerging Markets"; and faculty cochair of "Leading a Global Enterprise."

Walter J. Salmon, Stanley Roth, Sr. Professor of Retailing, Emeritus.

Guhan Subramanian, H. Douglas Weaver Professor of Business Law, Harvard Business School, and Joseph Flom Professor of Law and Business, Harvard Law School. Member of the Negotiation, Organizations, and Markets Unit.

"Making Corporate Boards More Effective was instructive, and provided valuable and practical perspective. The program was indeed a great tribute to the faculty members, who clearly invested a great deal of time in its development, and did a masterful job presenting the material in the context of interesting, topical cases. This is a terrific opportunity for directors and CEOs who are truly committed to improving the functionality of their boards."
Bob Ducommun [Director], Ducommun Incorporated, U.S.

Admissions

Because a diverse participant mix is an important part of every HBS Executive Education program, we look for candidates who reflect a broad range of industries, functions, countries, and backgrounds to enrich the learning experience.

Fees, Payments, and Cancellations

The program fee covers tuition, books, case materials, accommodations, and most meals.

No payment is necessary until you have been accepted into an HBS Executive Education program. After admission notification, we will send you an invoice via email; payment is due within 30 days of the invoice date. If admission is within 30 days prior to the start of the program, payment is due upon receipt of the invoice. Payment is required prior to the program start date. We accept payment by company check, bank wire transfer, or credit card (American Express, MasterCard, Visa). Details are included on the program invoice.

If you need to cancel or defer participation, you must submit your request in writing more than 30 days before the start of the program to receive a full refund. Due to program demand and the volume of preprogram preparation, cancellations or deferrals received 14 to 30 days prior to the start of the program are subject to a fee of one-half of the program fee. Requests received within 14 days are subject to full payment.

Requirements

Although there are no formal educational requirements, admission is a selective process based on professional achievement and organizational responsibility. We look for professionals who have demonstrated business talent and leadership potential.

Language Proficiency

We deliberately design our programs to encourage individual growth and to foster productive interaction among participants. For that reason, proficiency in written and spoken English is essential. If English is your second language, or if you have less than one year's experience working in an English-speaking environment, HBS requires a brief statement documenting proficiency in English-language skills, both conversational and written. This may include a list of the English-language certification programs that you have completed; the degrees you have earned at English-speaking colleges and universities; or the results of the Test of English as a Foreign Language (TOEFL) exam. The Admissions Committee also may request a telephone interview.

Application Process

HBS must receive your application and all required documents in order to prepare the application for review by the Admissions Committee.

To apply, you may use our online form or download an application. You also may request a brochure by mail.

If you submit your application online, we will promptly acknowledge receipt of your submission via email. In the unlikely event that an email acknowledgment is not received, please contact the Admissions Committee by email: exed_admissions@hbs.edu, phone: +1-617-495-6226, or fax: +1-617-496-1731.

If you choose to submit a printed application, be sure to type or print legibly and sign your application. Send the application to the address or fax number listed on the form. Mailed or faxed applications are processed and acknowledged promptly upon receipt via email.

Complete Your Application

Please answer all questions thoroughly—the Admissions Committee will only consider completed applications. After reviewing your application and making the necessary edits or corrections, print or copy the application for your records.

Meet the Deadlines

We request applications at least four weeks in advance of the program start date. Early application does not guarantee admission. Programs often fill to capacity, so early application is recommended.

Notification of Acceptance

We acknowledge receipt of all applications and maintain all application information in strict confidentiality.

To optimize the learning experience and maximize the exchange of ideas, the Admissions Committee selects a class that balances each participant's experience, the scope of his or her current responsibilities, and the type of organization.

The Admissions Committee begins reviewing applications four months before the start date, and qualified candidates are admitted on a rolling, space-available basis. Once the review process has begun, applicants are notified within three weeks via email regarding Admissions Committee decisions. If your application is received within three weeks of the program's start date, the Admissions Committee will notify you of their decision as soon as possible.

Need help?

For further assistance, contact our client service specialists at: 1-800-427-5577 (outside the U.S., dial +1-617-495-6555).