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The Effects of Board Size and Diversity on Strategic Change

Author(s): Jerry Goodstein, Kanak Gautam and Warren Boeker


Source: Strategic Management Journal , Mar., 1994, Vol. 15, No. 3 (Mar., 1994), pp. 241-
250
Published by: Wiley

Stable URL: https://www.jstor.org/stable/2486969

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Strategic Management Journal, Vol. 15, 241-250 (1994)

RESEARCH NOTES AND COMMUNICATIONS

THE EFFECTS OF BOARD SIZE AND DIVERSITY ON


STRATEGIC CHANGE
JERRY GOODSTEIN
Department of Management and Systems, Washington State University, Vancouver,
Vancouver, Washington, U.S.A.

KANAK GAUTAM
School of Business and Administration, St. Louis University, St. Louis, Missouri,
U.S.A.

WARREN BOEKER
Graduate School of Business, Columbia University, New York, New York U.S.A.

This study examines an important potential conflict between the institutional, governance,
and strategic fuinctions of boards. We specifically test how higher levels of board size and
diversity, traditionally associated with optimal institutional and governance performance of
boards, affect the board's ability to initiate strategic changes during periods of environmental
turbulence. Our findings suggest that board diversity, in particular, may be a significant
constraint on strategic change.

INTRODUCTION his seminal studies, Pfeffer (1972, 1973) found


that organizational responsiveness to resource
Research on the board of directors has been one dependencies and regulatory pressures led to the
of the most prolific research domains in the creation of boards that were comparatively larger,
organizational literature in the last two decades. and composed of members of diverse occupational
As boards have evolved from small homogeneous and professional groups.
units to large representative entities, a primary Later, the emphasis shifted away from the
focus of scholars has been the structure of boards resource-acquisition or institutional function of
and its effects on the performance of significant the board to its governance function. The board
board functions. Studies have adopted one of of directors was viewed as a critical mechanism
two perspectives, each emphasizing different for checking managerial opportunism and ensur-
functional duties of the board. ing that organizational actions accord with stake-
Resource dependence theorists have empha- holder interests (Williamson, 1975; Kosnik, 1987,
sized the institutional function of board structure, 1990).Researchers have focused on the effects of
arguing that by increasing in size and diversity, outsiders on corporate governance decisions,
boards help to link the organization to its external arguing that outside board members are more
environment and secure critical resources, includ- likely to be objective and independent, and more
ing prestige and legitimacy (Mintzberg, 1983; capable of resisting self-interested efforts by
Pearce and Zahra, 1992; Pfeffer, 1972, 1973). In inside managers to influence board decisions
(Kosnik, 1987; Singh and Harianto, 1989). Kosnik
(1987), for example, found that corporate boards
Key words: Board of directors, strategic change

CCC 0143-2095/94/030241-10 Received 20 November 1992


(C 1994 by John Wiley & Sons, Ltd. Final revision received 17 September 1993

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242 Research Notes and Communications

with a higher proportion of outsiders were more organization (Pfeffer, 1972, 1973). In addition,
likely to resist the payment of greenmail. it has been suggested that larger boards might
A third function of the board that has enhance corporate governance by reducing CEO
historically been neglected, but is receiving domination and making it more difficult for the
greater attention, is the effect of board structure CEO to build a broad consensus within the
on the strategic function of the board (Judge board to take actions, such as the adoption of
and Zeithaml, 1992; Pearce and Zahra, 1991, golden parachute contracts, that might not be in
1992). The strategic role of the board, beyond shareholder interests (Singh and Harianto, 1989).
acquiring resources or representing stakeholder Finally large boards may permit the inclusion of
interests, involves taking important decisions on a variety of perspectives on corporate strategy
strategic change that help the organization adapt (Pearce and Zahra, 1992).
to important environmental changes (Mintzberg, However, increased size can significantly
1983; Pearce and Zahra, 1991, 1992; Zald, 1969). inhibit the board's ability to initiate strategic
The strategic function of the board is particularly actions. Large boards may face a number of
important during critical periods of environmental barriers in reaching a consensus on important
turbulence or declines in organizational perform- decisions. These barriers may be a function of a
ance (Boulton, 1978; Mintzberg, 1983; Zald, number of factors. First, larger decision-making
1969). Such events provide significant opportuni- groups are less cohesive (Shaw, 1981) and
ties for maximum mobilization of board power experience decreased levels of motivation and
and the initiation of strategic change. satisfaction due to the lack of participation that
The increased interest in the board's strategic often characterizes larger decision-making groups
role raises the issue of potential conflict between (Jewell and Reitz, 1981). Judge and Zeithaml
the strategic function of the board and its (1992) found that larger boards were less likely
institutional and governance functions. Such to become involved in strategic decision making.
conflicts are rooted in the structure of the board. Second, larger groups are more difficult to
Specifically, as boards increase in size and coordinate due to the large number of potential
diversity to fulfill their institutional and govern- interactions among group members (Gladstein,
ance functions, they may not be ideally suited 1984). Finally, larger groups are more likely to
to taking timely strategic action in response to develop factions and coalitions that can increase
critical environmental changes. group conflict (O'Reilly, Caldwell, and Barnett,
To a great extent this potential conflict has 1989) and increase the difficulty of reaching a
not been emphasized by strategy researchers. consensus on critical decisions.
Researchers have generally argued that larger The nature and context of decisions considered
and more diverse boards of directors reduce by the board also exacerbates the potential group
uncertainty surrounding strategy development dynamics problems associated with large groups.
and enhance company performance (Pearce and Decisions that involve complex and ambiguous
Zahra, 1992). Therefore, we develop and test tasks, as most issues involving strategic change
propositions below that specify how board size invariably do (Eisenhardt, 1989; Wiersema and
and diversity affects the ability of the board of Bantel, 1992), are apt to be more unfavorably
directors to initiate strategic changes in turbulent affected by large group dynamics (Olson, 1982).
environments. As complexity and ambiguity increase, groups
may become factionalized into special interests.
These special interests may attempt to promote
BOARD STRUCTURE AND STRATEGIC their own agenda, rather than working to fulfill
CHANGE the goals of the collective group. Olson (1982)
argues that this can limit important changes such
The effects of board size on strategic change
as the adoption of new technologies within an
Researchers have pointed to a number of ways organization.
in which board size enhances the institutional and Larger boards may also hinder the board's
governance functions of the board. Expanding the effectiveness in ensuring that the organization is
size of the board has been shown to provide an responsive to environmental change. This may
increased pool of expertise and resources for the be particularly true during major environmental

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Research Notes and Communications 243

jolts or shifts (Meyer, 1982), when environmental change in times of environmental turbulence.
change is turbulent and complex and initiating Board members bring their individual and
critical strategic changes in a timely manner constituencies' interests and commitments to
becomes a critical contingency for the organiza- the board (Baysinger and Butler, 1985; Kosnik,
tion. The poor quality of internal dynamics 1990). Differences among these interests,
within larger boards (Harrison, 1987; Herman, especially those that are based on occupational
1981) may potentially slow down the strategic and professional affiliations (Powell, 1991;
decision making process and limit the board's Thompson, 1967) are likely to lead to varying
ability to direct critical strategic changes. conceptions about proposed strategic changes.
The arguments outlined above suggest an The greater the diversity of board interests,
inverse relation between board size and the the greater the potential for conflict and factions
board's ability to initiate strategic changes that to develop based on divergent definitions of
help the organization adapt to its environment. organizational goals and policies (Clegg, 1990;
Mintzberg, 1983; Powell, 1991).
HI: Organizations with larger boards of Once again, these considerations may become
directors will be less likely to initiate strategic particularly salient when the board of directors
changes during periods of environmental turbu- confronts the complex and ambiguous issues
lence. that surround strategic decisions. Proposals for
strategic change can create a high degree of
uncertainty and conflict (Mintzberg, 1983) and
intensify differences between diverse individuals
The effects of board diversity on strategic
or coalitions. As a result, it may become
change
increasingly difficult to develop a consensus
Past studies on boards have emphasized the on strategic changes (Walsh, Henderson, and
benefits of greater board diversity. In particular, Deighton, 1988).
resource dependence theorists have argued that In summary, diverse boards may fail to
the incorporation of diverse constituencies and initiate strategic changes during critical periods
stakeholders into the board facilitates the of environmental turbulence.
acquisition of critical resources for the organiza-
tion (Pfeffer, 1972, 1973; Pfeffer and Salancik, H2: Organizations with more diverse boards
1978). Corporate governance theorists have of directors are less likely to initiate strategic
also suggested that board diversity can indirectly changes during periods of environmental turbu-
or directly benefit organizations (Kosnik, 1990). lence.
Drawing an important distinction between the
proportion of outside board members and
the diversity of board membership, Kosnik
(1990: 138) specifically argued that diversity METHODS
among board member backgrounds '...may
promote the airing of different perspectives We explored these issues by focusing on the health
and reduce the probability of complacency and care industry and examining the relationship
narrow-mindedness in a board's evaluation of between hospital boards and strategic changes in
executive proposals.' This argument is consist- medical services during the period 1980-85.
ent with others who have posited that the This period was characterized by unprecedented
promotion of diverse perspectives can produce environmental turbulence and discontinuous
a wider range of solutions and decision- change in the health care industry (Meyer,
criteria for strategic decisions (Eisenhardt and Brooks and Goes, 1990; Shortell, Morrison and
Bourgeois, 1988; Schweiger, Sandberg, and Friedman, 1990). Industry-wide innovations in
Ragan, 1986). healthcare delivery lead to intense competition
However, diversity within a group may from new organizational forms such as health
significantly constrain a group's efforts to take maintenance organizations (HMOs), preferred
decisive action, especially in the context of the provider organizations (PPOs) and ambulatory
board and their efforts to initiate strategic surgical centers (Shortell et al., 1990). In addition,

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244 Research Notes and Communications

major reforms in state and federal reimbursement Measures


policies such as the implementation of the
Medicare Prospective Payment System (PPS)
Dependent variable
created unprecedented resouirce scarcity in the
industry (Meyer et al., 1990). This provided an
appropriate setting for examining board decisions
requiring strategic adaptation to a turbulent and Strategic change. We examined three distinct
uncertain environment. types of strategic changes in medical services:
Another advantage of using the health care service additions, service divestitures and service
industry as a research site was the increasd reorganizations. Changes in the scope and organi-
involvement of hospital boards in strategic zation of services represent one of the most
decisions. Writers have argued that hospital fundamental strategic responses to environmental
boards, in order to cope with uncertain regulatory contingencies (D'Aveni, 1989; Ginsberg, 1988).
and competitive environments, need to become In addition, because changes in medical services
more strategically-oriented (Alexander, Morlock may differentially affect both internal and external
and Gifford, 1988; Delbecq, 1988; Shortell, constituencies, the potential for conflicting values
1989). A number of empirical studies confirm and interests within the hospital board is likely
the increased involvement of the board in to be high.
strategic decision processes. For exmple, Judge
and Zeithaml (1992) found that hospital boards 1. Service additions. Additions were noted when
were significantly more likely than corporate a hospital indicated the availability of a service
boards to be involved in the formulation of not provided in the previous year. A service
strategic decision making. addition occurred either by the hospital
directly providing the new service or by
establishing a contractual relationship with
Sample
another provider. For each year we determined
The two hypotheses of the study were specifically the number of new services added by the
tested on a panel of 334 hospitals in the hospital and summed these services to create
State of California. Hospitals in California were the dependent variable.
particularly affected over the period 1980-85 by 2. Service divestitures. In a similar manner,
heightened competition from new health care divestitures were noted when the survey
organizations, excess capacity among hospitals indicated that a service previously provided
and the introduction of important state (in (either by the hospital or by an external
addition to federal) regulatory actions designed provider) was no longer provided by the
to constrain hospital costs (Meyer et al., 1990; hospital. A summary measure of total service
Shortell et al., 1990). divestitures was computed.
The data on hospitals were obtained from the 3. Service reorganizations. Reorganizations were
Calfornia Health Facilities Commission (CHFC) determined based on changes in the govern-
annual disclosure survey. The CHFC surveys ance of a given service. A reorganization was
hospitals in California with regard to hospital coded when services previously provided in-
organization and management, service provision house were presently contracted out, or
and utilization, and financial performance. Data services previously contracted out were cur-
on hospital environments were collected from rently provided in-house. A summary measure
the Area Resource File, a widely used data base of total service reorganizations was also
providing a broad range of data on hospital computed.
environments. We directed attention to hospitals
within Standard Metropolitan Statistical Areas
(SMSA) in order to explore strategic change
Independent variables
within a hospital market context (Fennell, 1980).
The sample included for-profit, not-for-profit, We used data on hospital board structure and
and governmental (nonfederal) hospitals. The composition to develop measures of board size
average hospital size was 150 beds. and board diversity. In addition to these variables,

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Research Notes and Comnmnunications 245

we included a measure of the total proportion We first computed the number of hospitals per
of outsiders on the board. Including this measure capita for all SMSA hospital markets in California
allowed for differentiating the effects of board to reflect competition among hospitals for both
diversity and outsider representation on strategic patients and physician services. Second, we
change (Kosnik, 1990). included a measure of excess capacity iri hospital
markets based on the total number of hospital
Board size. We determined the total number beds per capita. The greater the number of beds
of directors listed as active members on the per capita, the greater the pressuie on hospitals
board of directors. to utilize facilities and services efficiently.

Board diversity. We developed a measure of Regulatory environiment. The implementation


board diversity that reflects differences in occu- of the Medicare Prospective Payment System
pational or professional backgrounds (Kosnik, (PPS) in 1983 represented a significant environ-
1990). We first created 11 occupational groupings mental jolt in the health care sector (Meyer et
for board members based on previous research al., 1990) that placed greater financial pressure
on hospital boards (Pfeffer, 1972, 1973). These on hospitals and motivated hospitals to constrain
groups (e.g., physicians, hospital administrators, costs and seek new sources of revenue (Shortell
corporate executives, etc.) reflect important et al., 1990). A dummy variable was included in
constituencies likely to influence hospital oper- each of the years of implementation (1983-85)
ations. We then computed a Gibbs-Martin Index during this study.
of diversity based on the distribution of board
members within these groups. Performance. The effect of hospital perform-
The Gibbs-Martin Index is defined as: ance on strategic change was controlled for by
including the operating margin as a percentage
n
of net revenue (Shortell et al., 1990).
1 - , Pi2
Finally, the following variables were included
to account for differences among hospitals in the
where Pi represents the proportion of a board following areas:
accounted for by the ith group. This measure
indicates the extent of concentration of board Total number of hospital services. This measure
members, ranging from high concentration with takes into account differences in the total range
a single group (index of 0 indicating complete of services provided by the hospital.
homogeneity) to extremely low concentration,
based on an equal distribution of members across Hospital size. We accounted for variations in
a very large number of groups (index of 1). hospital size by including the total number of
beds.
Board outside representation. We computed the
proportion of total board membership held by Hospital ownership. We controlled for hospital
outsiders. We distinguished between hospital ownership by distinguishing between for-profit,
management and physicians (insiders) and all not-for-profit, religious, and government hospi-
other board members (outsiders). tals. Prior studies (Shortell et al., 1990) indicate
that service changes vary depending on the
ownership of the hospital.
Control variables

A number of other important control variables


Data Analysis
were included in the research design, based
on prior research on the organizational and The data were analyzed using a pooled time
environmental determinants of strategic change series and cross-section data structure. A total
(Tushman and Romanelli, 1985). of 335 hospitals were examined over five waves
in the study: t... .t- 1. We computed service
Competitive environment. Two separate meas- changes from 1980-81, 1981-82, 1982-83,
ures of hospital competition were incorporated. 1983-84, 1984-85 and related these clhanges to

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246 Research Notes and Communications

the independent variables measured at time t. more proactive in initiating strategic change in
Each model was estimated using a weighted response to competitive and regulatory changes
generalized least squares (WGLS) procedure (Shortell et al., 1990). The extent of strategic
developed by Kmenta (1986). This procedure change was also influenced by hospital size. As
explicitly corrects for autocorrelation and het- hospital size increases, the number of service
eroscedasticity. changes declines, suggesting that smaller hospitals
may have greater flexibility in adapting the
structure of the hospital to the environment.
RESULTS Finally, it is interesting to note that the effects
of total hospital services varies depending on the
The descriptive statistics for the dependent, type of strategic change. In hospitals with
independent and control variables are included more hospital services, there were more service
in Table 1. The three measures of strategic additions and reorganizations, but fewer divesti-
change are positively correlated with each other, tures. Our results suggest a pattern of strategic
indicating that institutions tend to initiate changes change in which comparatively larger hospitals
in all three areas together. Also, all three with more services are more likely to continue
measures of strategic change are negatively to add services while smaller hospitals with fewer
correlated with the three measures of board services may be more likely to further reduce
structure viz. size, diversity and percentage hospital services.
outsiders, though the correlations for board size
are less than those for diversity and outsider
representation. DISCUSSION
The results in Table 2 indicate modest support
for the hypothesized relationship between board The objective of this study was to explore the
size and strategic changes made by the organiza- effects of board structure on strategic changes
tion (H1). Larger hospital boards tended to initiated by organizations. We pursued this
initiate fewer service reorganizations, but board objective out of a broader fundamental concern
size had no significant effects on service additions that board structures that traditionally facilitate
and divestitures. Consistent support was found for the service and governance functions of the
the hypothesized negative relationship between board, i.e., large and diverse boards, may limit
board diversity and strategic change. In hospitals its strategic function. In particular, we argued
with more occupationally diverse boards, these that large and diverse boards would have limited
boards tended to initiate fewer service additions, effectiveness in directing strategic change during
divestitures and reorganizations. periods of environmental turbulence.
The analyses also revealed that when both The effects of board diversity on strategic
board diversity and outsider representation are change strongly supported our earlier arguments.
taken into account, it is board diversity that We noted that board diversity may lead to
appears to have significant effects on strategic potentially conflicting conceptions of strategic
changes. The proportion of outsiders on the change and limit the board's ability to take timely
board, an important variable used by researchers strategic action. We found that organizations with
in studying the governance role of the board, diverse boards are less likely to initiate strategic
had no significant effects on the extent of changes than those with homogeneous boards.
strategic changes. We discuss in greater detail These findings are consistent across three separate
the implications of these varying effects for board measures of strategic change viz. additions,
diversity and outsider representation. divestitures and reorganizations, and were
In addition to board structure, a number of recorded during a period of great environmental
organizational characteristics had a significant turbulence in the health care industry when
effect on strategic change in hospitals. For-profit strategic changes were expected in most health
hospitals were most likely to initiate service care institutions (Meyer et al., 1990; Shortell et
additions, divestitures, and reorganizations. al., 1990). Further, these findings were arrived at
These results are consistent with other national after controlling for other plausible organizational
studies that indicate that for-profit hospitals are and environmental determinants of strategic

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Research Notes and Communications 247

*p<0.5;N=167

Table1.Dscriptv

1.Numberofsvicad6572

2.Numberofsvicdt78961*

3.Numberofsvicganzd102875*6

4.Boardsize10265-*3

5.Boardivesty03-14*82

6.Percntagofusidb0483-*1527

7.Totalbeds1643-0"*28

8.Totalservic907234-15*

9.Profitmagn04162-*

10.Hospitalerc(')2-8*539

1.Bedsprcait(0')364*52-8

12.PSimplentao06493-8*

13.Religouscntr052-6*7

14.Not-frpicnl0392*857

15.For-pfitcnl03849*276

MeanS.D(1)234567890

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248 Research Notes and Communications

Table 2. The effects of board size and board diversity on change in hospital
services

Dependent variables

Number of Number of
Independent Number of services services
variables services added divested reorganized

Board size -0.003 -0.017 -0.015**


Board diversity -0.107 ** -0.102*** --0.055***
Percentage of outsiders on
board -0.038 --0.042 0.022
Total beds -0.320*** -0.109*** -0.255***
Total services 0.332*** -0.127*** 0.045***
Profit margin -0.016 0.006 -0.011**
Hospitals per capita -0.024 -0.060*** -0.076***
Beds per capita 0.035*** 0.031** 0.080***
PPS Implementation 0.009 -0.017 -0.008***
Religious control 0.020 0.053** -0.054***
Not-for-profit control 0.008*** 0.015 0.009
For-profit control 0.161*** 0.108*** 0.126* * *
R 2 0.257 0.218 0.324

aReported coefficients are standardized. N = 1670


*p < 0.05; **p < 0.01; ***p < 0.001

change, such as performance, degree of compe- raises a potentially important strategic dilemma
tition, and regulatory change. for organizations: large and diverse board struc-
There was only modest support for the tures that have traditionally facilitated the insti-
hypothesized effects of board size on strategic tutional and governance functions of the board
change. Though the correlation coefficients for may hinder the board's ability to initiate strategic
board size were negatively correlated with all change, particularly during periods of environ-
three indices of strategic change, the results of mental turbulence. Researchers advocating more
the regression indicated that board size was diverse representation of board membership may
a significant constraint only in the case of need to consider the strategic implications of
reorganizations. Perhaps this is due to the nature such measures.
of the problems associated with size. Board size An additional contribution of this study is to
may act as a barrier to change due to the highlight the importance of integrating into board
difficulties in coordinating a large decision- research measures of board structure that reflect
making body. However, such barriers may be the potential diversity of interests on the board.
partly mitigated through the use of subcommittees Rather than considering the board exclusively in
that may improve coordination even in larger terms of an outsider/insider duality and assuming
boards. that board outsiders are a monolithic group with
These findings raise an important issue for the similar interests (Kosnik, 1990), governance
expanding literature on the strategic function of researchers should incorporate measures of board
the board. While prior research has focused diversity that reflect relevant differences in
primarily on the relationship between the struc- occupational or functional backgrounds (Kosnik,
ture of the board and the board's institutional 1990).
and governance functions, few studies have Our research also emphasizes the need to
considered how the structure of the board might study the internal processes of boards. Studies
influence the board's ability to initiate strategic of board process have been extremnely limited.
change. The negative relationship we found While data limitations may be one reason for
between board diversity and strategic change lack of board process research (Kosnik, 1990),

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Research Notes and Commuunications 249

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