A recent article, "Corporate governance: When all aboard are flying blind" by R. Gopalakrishnan argues that the true test of a corporate board lies in its ability to navigate crises using intuition and judgment, even when information is incomplete. The author emphasizes that while directors are often "flying blind" during black swan events, they must act as the "canary in the coalmine" by picking up early signals of mis-governance before they become public scandals. Using several historical case studies, the article illustrates that effective governance is not just about following rules, but about taking decisive, value-based actions under uncertainty.
One primary example cited is the 1990 crisis at Unilever’s tea subsidiary in Assam, where the board refused to pay a ransom to the militant group ULFA and instead coordinated a secret airlift of its managers and their families with the help of the armed forces. The author also references the 2001 Tata Finance fraud, where Ratan Tata immediately accepted director resignations and appointed new leadership to investigate, and the 2019 CG Power scandal, where independent directors blew the whistle on accounting ambiguities. Additionally, the piece highlights a sustainability dilemma at Tata Chemicals regarding a project in Tanzania; despite significant investment, the board chose to abandon the project to protect the nesting sites of Lesser Flamingos, prioritizing the "precautionary principle" over short-term profits. Ultimately, the article suggests that while no system is perfect, a united and alert board capable of exercising collective wisdom is the best defense against corporate failure.
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