Question
In 2018, Stephen, with his co-author University of Chicago Law Professor Todd Henderson, published a book entitled Outsourcing the Board: How Board Service Providers Can Improve Corporate Governance. The argument in the book was that after decades of trying, those who advocate for better corporate governance have failed to find ways to implement it as evidenced by corporate scandal after corporate scandal. Professors Bainbridge and Henderson proposed to replace a board of diverse individuals with special service organizations with the subject matter expertise and experience to serve as the board. Are there other changes that could improve corporate governance?
Answer
Short answer: Adopt our proposal. We would not mandate that all boards adopt the board service provider model in which a single outside entity replaces the board, but we think it should be an available option.
Long answer: Read the book.
