This research offers the perceptions of independent non-executive directors (INEDs) in Thailand of their roles and the way they cope with constraints such as family-concentrated ownership structures and asymmetric information problems. There has been scant prior research in this area. The researcher applied qualitative research techniques to understand what was in the interviewees’ minds. The semi-structured interview was employed because it allowed some flexibility while also providing some guidelines. The fieldwork data reveals that interviewed INEDs were aware of a board’s control role which, in theory, can be realised by nominating and remunerating top management; however, in practice they had no authority to do so due to the family-concentrated ownership of Thai firms. Ensuring compliance with laws and regulations was the actual controlling activity which they undertook. Another role perceived was a service role concerned with giving advice and counsel to management. Although the interviewees rarely got involved with planning and directing, they contributed their expertise to the board. Their service function also helped them to better fulfil a control role because an INED’s service role builds his credibility in the eyes of management. This allows them to gain access to better information about a company – a critical input of a control role. Therefore, a good relationship between executives and non-executives is an essential factor for INED’s effectiveness. i A proportion of outside directors on the board and a director’s independent background were not considered guarantees of board independence. Only an INED’s independence of mind matters. Such independence can be exercised by resigning in order to send a signal to the market and protect minority shareholders. The competencies and personal characteristics of INEDs and their motivations are other elements contributing to their effectiveness.
| Identifer | oai:union.ndltd.org:bl.uk/oai:ethos.bl.uk:521330 |
| Date | January 2010 |
| Creators | Lewchalermwongse, Niruncha |
| Publisher | University of Aberdeen |
| Source Sets | Ethos UK |
| Detected Language | English |
| Type | Electronic Thesis or Dissertation |
| Source | http://digitool.abdn.ac.uk:80/webclient/DeliveryManager?pid=131547 |
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