The Top-managers vs Directors research project focuses on the extent of managerial power, as well as on its control by the board of directors. It is imperative that managers have a certain freedom of action in order to guide the firm along the right path. At the same time, the board of directors must be able to exercise a certain amount of control in order to reduce the possibilities of serious mistakes or even abuse. The balance that exists between these conflicting forces defines the entrepreneurial dynamism of the firm, as well as the risks of «bad governance» faced by a company.


Governance structures have an impact on decision making within the firm, as well as on the entrepreneurial room for manoeuvre of the firm’s managers. Independent directors, (CEO) duality, and various committees: the structures of firm governance have undergone profound change in recent years, at least in appearance.
Recent academic research has sought to discover a link between these structures of governance and firm performance. Over time, it has begun to seem as if there exists no conclusive link between governance structure and performance. At least that is the conclusion of most recent research. It is impossible to clearly prove that board structure, the presence of independent directors, or the existence of committees enhances firm performance.

There are, however, two areas of research appear promising:

The first area deals with the question of whether, over time, practices of «good governance» lead to better performance.

Using our databases, and with the benefit of a longer time frame, we are able to measure the true effects of adherence to these «best practices» of governance, as well as the usefulness of governance structures that go beyond mere box ticking. We have tested the effects of remuneration committees on boards, director selection, and the presence of employee directors on firm boards. Results of this research will allow us to better identify the effects of individual director behaviour, as well as of the level of director competence, on firm performance.

The second area seeks to examine the link between structures of corporate governance and firm strategy.

It is reasonable to believe that corporate governance has a direct effect on the entrepreneurial autonomy of managers, and therefore, on the selection of firm strategy. By means of both quantitative and qualitative research, we seek to determine whether there is a link between a firm’s governance structures and the strategies it pursues. We are undertaking this research by examining large firms, family firms, and firms that are growing.

If you would like to contribute to this research stream, contact Zied Guedri

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Alain Domenget

President club of directors EM LYON

"The support from IFGE is crucial for the Directors club of EM LYON Alumni. Pierre-Yves Gomez and his team bring us their wide expertise".

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