This article reports on a comparative study of strategic decision-making and board functioning in nine firms. Findings indicate that the heterogeneity of interests represented on the board, members’ possession of relevant knowledge, and the presence of ex-ante conflict resolution mechanisms combine in shaping if and how board members engage in strategy-related activities and how strategic decisions are taken. Findings extend current understandings about the strategic functions of the board (monitoring, advice, and resource-dependence), suggesting how, under certain conditions, boards may act as negotiation forums where directors search for a reconciliation between diverging shareholders’ interests and views.
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