Sobre la adquisición de equipos celulares

The pilot study provided a holistic picture of the appointment process of first-time FTSE 100 NED appointees. The appointment of a NED is specific to context both at a macro and an organisational level. At a macro level corporate governance guidelines are set out in the UK Corporate Governance Codes in 2008 and 2010. These codes provide criteria for NED roles, which publicly listed companies, need to ‘comply with or explain’.

These criteria tend to favour candidates with proven performance in specific credentials for a specified NED position. The process is influenced at an organisational level by the organisational strategy and by the nature and culture of the organisation. For example, if the strategy of the organisation is to grow business in the emerging markets, then the Chairman would consider appointing an individual with experience of emerging markets. The nature of business an organisation operates in can impact, not just a Chairman’s choice of individual, but also the willingness of individuals to consider the position. Further, a company culture can influence board thinking on personal fit with the organisation’s dynamics. However, the pilot data reveal that these credentials, albeit important, are merely threshold criteria in the appointment process.

The Chairman is the driver of the process and the decision maker at all the key points in the chain of events leading up to a NED appointment. Formal mechanisms in line with corporate governance guidelines characterise the appointment process. These include: the engagement of an ESF, consultations with the Nominations Committee and broader board involvement in the process of identifying, vetting and interviewing individual candidates. However, informal mechanisms operate alongside the formal ones and inform the decisions of the Chairman throughout the process. This paradox has been acknowledged in the extant literature. The Chairman seems to comply with the formal guidelines of corporate governance and obtains a ‘tick in the box’, yet NED appointments materialise through an informal, social and opaque route. Decisions on the appointment of a NED seem typical of many board processes, which extant literature suggests are made backstage in a discrete manner resulting in a process that is difficult to observe.

The formal NED appointment processes serve a clear purpose for the Chairman. Board members involvement in the formal consultations and vetting of candidates builds consensus on a chosen candidate. Further, although ESFs are regarded with some ambivalence by Chairmen, they are valued for their ability to carry out due diligence in the networks of the corporate elite. This information which is obtained with the utmost discretion is a critical resource in the Chairman’s decision making as he utilises this information to make an assessment of an individual’s personal fit with the board in question.

The Chairman’s assessment is made using an extensive referencing and triangulation process in the networks of the corporate elite. The Chairman socially vets an individual regarding their reputation and behaviour. In part this vetting strives to understand an individual’s behaviour as a future NED. The role of a NED requires a balance of behaviours which provide challenge in a constructive manner, to ensure the mix of Executives and NEDs on the board functions as a team. However, the data suggest that the social vetting goes beyond behaviour and assesses the values that underpin an individual’s behaviour and reputation. Further, this vetting is done in the corporate elites, with well-connected individuals experiencing a shorter process than less well- connected individuals such as first-time NEDs. Such individuals, who are less embedded in the corporate experience a more lengthy interviewing process by the Chairman to establish fit. Ultimately, the Chairman makes a decision on the ‘whole package’ (NED Tami) of reputational capital using information from referencing in the corporate elite and the social interviewing of ‘getting to know you’ sessions with him (Chairman 3).

The findings from the pilot study have given clarity of direction for further investigation in the main study. Firstly, further exploration and analysis of the data is needed on the appointment process to understand reputational capital and how it is developed.

Secondly, the assessment of personal fit carried out by the Chairman in the referencing and interviewing process requires more exploration and fine-grained analysis. This will be the focus of Chapters 5 and 6.

5 MAIN STUDY FINDINGS – PART ONE 5.1 Introduction

Chapter 4 provided the results of the pilot study and described a holistic picture of the NED appointment process. It was evident from the pilot study that the reputational capital of a NED and their personal fit formed the basis for the Chairman’s decision to appoint a NED. The conclusions of the pilot study was that further exploration and analysis of the appointment process was needed to understand the reputational capital of a first-time FTSE 100 NED appointee, how it is developed and the personal fit assessment. To do this in the main study, the researcher decided to work with interview data from NEDs only as in the pilot study NED interviews provided rich and recent appointment experience data. In the main study, the researcher interviewed 12 NEDs who had been appointed as first-time FTSE 100 NEDs in the 12 months prior to the research interview. In the analysis stage, the researcher combined the interview transcripts of these 12 NEDs with the interview transcripts of the 3 NEDs from the pilot study. This provided 15 interview transcripts for data analysis. This decision was taken because: a) all the NEDs had been asked the same questions about their appointment process and b) all the appointments had taken place in the 12 months prior to the research interview. The analysis of the 15 interviews is described in Chapter 3.

The findings in Chapters 5 and 6 will address the main research question (RQ1) providing an overview of the appointment process of a first-time NED. Chapter 5 will address in particular SQ2 and Chapter 6 will address SQ3 and SQ4:

RQ1: How does a first-time NED gain a FTSE 100 appointment?

SQ1: How is reputational capital constituted?

SQ2: How is personal fit established?

SQ3: How is reputational capital developed?