Boards of directors and governing bodies

This chapter examines the board of directors' governance and accountability role. Corporate reporting is traditionally viewed as a corporate governance mechanism, providing transparency on organizations' performance to shareholders, stakeholders and civil society. We commence by considering contrasting perspectives on the purpose of corporate reporting. The chapter differentiates management responsibilities for the accounting function from the board of directors’ governance responsibilities for controlling, monitoring and overseeing corporate reporting. The chapter examines the processes boards of directors adopt to assure themselves of the integrity of corporate reports and assesses the use and limitations of corporate reporting as an accountability tool. The chapter views corporate governance as a human endeavour and considers relational challenges between boards, shareholders, other external parties and managers that may lead, on occasion, to governance failure. We evaluate the contradictions and complexities arising from governance paradoxes and the challenges of traditional perspectives on board roles in corporate reporting.