Raw

After the October reorganization gave divisional managers full authority for day-to-day operations, policy and planning remained the Board’s responsibility. The Board has nevertheless spent years dealing with short-term operational problems. What should the Board discuss to bring its work back to policy and planning? We should focus discussion on four areas of change: Board membership, the division of work with the Executive Committee, outside participation, and the transition to the new arrangement.

1. **Membership.** Set the Board’s optimum size, composition, principles for selecting directors, and tenure.  
2. **Division of work.** Define the broad roles of the Board and Executive Committee, the responsibilities of each, and their relationship.  
3. **Outside participation.** Make outside directors effective participants.  
4. **Transition.** Choose among alternative ways to move from the present Board and Executive Committee arrangement to the desired one.