Boards strategizing in liminal spaces: Process and practice, formal and informal.

Abstract

Boards operate notionally in a liminal, nonhierarchical space, neither inside the company nor outside, creating ambiguity between service and control functions and fostering tolerance of it. With repeated corporate governance crises, however, new prescriptions institutionalized in law, regulation, and codes of conduct have added significance to the control side, marked by monitoring and compliance tasks. Taking a cue from the strategy process and strategy-as-practice literatures, this study revisits the work of directors on the service side: their engagement in strategizing. Formalization of board processes has led to greater structure and reduced the liminality of the board. Using interviews with 20 directors from a range of organization types, this study finds that directors experiment respond to increased institutionalization of board practice by seeking out new liminal spaces and informal practices, with implications for theory of boards, board activities, and public policy.