The Board of Directors, the budget and company oversight : a New Zealand case study

Abstract

The corporate budget is one of the means by which boards of directors can exercise their governance, as it is a tool traditionally used in strategic planning and management. This thesis examines the role of the budget in the board of directors’ execution of company oversight. A single case study using interviews as the main data collection method was conducted of a New Zealand based company to shed light on how boards of directors really perform their corporate fiduciary duties. The board's use of the budget in the areas of strategy, control and evaluation were examined. The board's use of the budget to signal to the rest of the company that goals and objectives had changed demonstrates the application of the budget in strategy implementation. The audit committee's active involvement in allocating and approving the resources in the proposed budget provides an example of how the board can achieve control in public corporations. The application of the budget by the board in evaluating results is evidenced by the compensation committee's utilisation of the yarious segments' sales and expenditure variance reports m determining bonuses to be received by the managers of these segments. This particular board had rethought the extent of its responsibility to its shareholders. Whereas in the past the board did not delve into matters such as efficient use of resources, the reliability of financial information and appropriate pay for performance, the new board now deals with such issues as part of its performance of oversight. Unlike the old board which was composed of seven executives and only two non-executive directors, the new board comprises eighty three percent non-executive directors. The mainly non-executive board has brought its skills and experience to bear upon its entire approach to oversight. This case illustrates the way in which a board of directors can use the budget in its role of corporate oversight and governance. This relationship between budgeting and corporate governance has not been explored before. The findings of this research may also be of practical interest, by providing examples of improvement in how boards perform company oversight.