Based on British legislation, the duties of directors are stated in the New Zealand
Companies Act 1993. However, “good” governance is not defined within
the Act. Considering the relative importance attached by boards to a variety of governance
tasks, this paper evaluates directors’perceptions of the current contribution
of fellow board members to different aspects of governance practice. This evaluation
is discussed in relation to the influence of board tasks and functions on actions
that may be regarded as being in the interests of the company as defined by the Act.
The evaluation illustrates the strategic orientation of the board,highlighting the
extent to which individual directors and the board as a whole can actually influence
key outcomes and, thereby, their governance contribution. The paper reports responses
to findings based on a study involving 3000 directors and presents suggestions for
enhancing board processes as well as possible changes in expectations that could
be encapsulated in legislation.