Boards at Work.

• Author: Dilenschneider, Robert L.

Ram Charan sounds a clarion call for change in the way corporate boards work and gives a detailed outline of how to go about making some of these changes.

He brings his message none too soon. As he contends in his new book Boards at Work: How Corporate Boards Create Competitive Advantages, "The standards for good governance are rising. The search is on for boards that govern more actively and in ways that add value to the corporation. Boards are expected to play a broader role than that of a watchdog and to make an ongoing contribution to the business. The quest has begun to release the competitive power of the board and to put the board to work."

Bringing a wealth of experience, knowledge, and research to bear, the book is devoted to answering Charan's own question: "How can companies unlock the intellectual power of the boards to help a good CEO perform better?"

The book is a compilation and description of the best board practices seen by Charan, and he has seen a lot. The list of directors from both large and small companies he has interviewed is impressive.

The book is divided into three parts. Part one explores the board's potential impact on business success and suggests specific ways a board can contribute. Charan states that the value of a board is in its collective wisdom and notes that the biggest problem with corporate boards is not who is on the board but what transpires there. Boards must gel to be effective. The book repeatedly makes the point that effective communications are key to a successful board.

In part two, the author describes specific practices that have a positive effect on board dynamics. Each chapter in this section is followed by a case study. Part three focuses on how chief executive officers and directors can create and sustain change.

Throughout the book, Charan drops words of wisdom, practical advice, and how-to-do-it tips. He frequently uses the Harvard case study method that most businessmen are now familiar with.

He points out the contradictory pulls on directors: To be involved but not to micromanage, to challenging but be supportive, and to be patient but not complacent. He also notes the CEO's major tensions: To share information without being vulnerable, to seek advice without appearing weak, and to solicit input without appearing to relinquish control over operational decisions.

The author is particularly effective in discussing the structure of boards. He states, "Boards should choose only those...