How being a former/current executive impacts directors’ boardroom dynamics and board role execution

Purpose - Directors’ human capital has long been recognised as vital to ensuring effective corporate governance. While previous studies have sought to link director human capital with specific firm-level outcomes, there are persistent challenges facing researchers who seek to understand better what kind of human capital makes a difference to effective board role execution. This study aims to understand whether the way directors fulfil their roles and contribute to boardroom dynamics is shaped by any human capital they gain via senior executive experience. Design/methodology/approach - We draw insights from 30 in-depth, semi-structured interviews with Indian directors to capture their perceptions and experiences of how a specific kind of human capital, namely the C-suite experience, affects directors' boardroom dynamics and board role execution. Findings - We highlight how directors with executive experience appear to have a more salient set of human capital to draw on. Specifically, they report navigating governance processes differently, displaying a more contextualised understanding of boardroom dynamics and having a broader understanding of the firm’s problems. Doing so enables them to foster constructive board-management relationships and improve their service role execution. Research limitations/implications - Our qualitative data are drawn from a purposively sampled group in a specific governance system (India). While this does not threaten the key theoretical insights, it does raise questions about their generalisability to other governance contexts. Practical implications - Directors with executive experience build trust through their orientation towards and understanding of management without diminishing their capacity to scrutinise management decisions. The human capital of these directors appears to engender a more effective and contextualised boardroom dynamic that facilitates the execution of socialised accountability through balancing the control and service roles. Originality/value - Our findings highlight the potential importance of a shared understanding of the communication and collaboration processes of corporate governance (i.e. a common transactional memory framework) between directors and management. Directors who share this understanding with management are more likely to effectively engage in the service role while not compromising the control role. This shared understanding appears to allow these directors and executives to encode, store and retrieve relevant information they need more effectively, engendering the trust between them that seems to foster socialised accountability.