Thin on Top.

• Author: Balkcom, John
• Position: Director Library - Book Review

Thin on Top

By Bob Garratt

Published by Nicholas Brealey Publishing, London, 246 pages, $27.00

WHILE The Economist (Oct. 11, 2003) may claim that executive pay has become the leading issue of corporate governance, Bob Garratt, author of Thin on Top: How to Measure and Improve Board Performance, likely would see that issue as symptomatic of a bigger and potentially debilitating problem under the rubric of director competence. Accordingly, he argues for the rise of a professional class of directors who, while perhaps not Plato's philosopher kings, will emerge as the certified governors charged with maintaining a balance of power among directors, owners, executives, employees, and public stakeholders.

The value of this book lies chiefly in Garratt's command of the history of governance and in his obvious years of participation in serious board deliberations. Both enable him to speak from innumerable examples of board successes and breakdowns. The book falls down, however, in his effort to abstract his experience into actionable diagnoses of why boards fail and how they can reassert their preeminence in the matters of ownership and control. It also fails in the embarrassing job of editing it suffered before publication.

The opening sections of Thin on Top ground the current governance discourse in the classical history of political economy. In these early pages, Garratt, who chairs the consulting firm Board Performance Ltd. (www.boardperformance.com), provides a fine piece of contemporary history and political theory, and he elucidates the expansion of the Machiavellian battleground to include "the 27 unelected corporations" among the world's top 100 economic entities and the pressure groups such as Amnesty International that "eat up a growing amount of board time." The ending appendices provide instructive references to pertinent Web sites of associations, authors, critics, keepers of governance codes, NGOs, and activist shareholders acting as governance watchdogs.

Where Peter Drucker, Tom Peters, and Jim Collins have given us insight into the history of management, Garratt fills in the missing story of directorship in the U.S., the U.K., and Europe. This story needed to be told, and Garratt tells it well, if a bit in the British style. (He lives in London.) His recounting of the governance lapses at Marconi and Enron perhaps foretold the recent flare-ups at the New York Stock Exchange and the remedial action of its acting chairman, John Reed.

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