Lack of independence, poor monitoring and inadequate accountability are the main criticisms leveled at boards of directors. Insufficient independence can occur when directors have too much financial or personal involvement with the business they oversee. This may lead to conflict of interests that could affect their ability to make decisions. Board members who fail to keep up with industry changes or the latest technologies could lead to insufficient monitoring. Insufficient accountability is caused by the lack of responsibility for board decisions. This leaves them with little motivation to do their jobs well.
In these three criticisms I think the lack of independence to be most significant because companies can use it as a tool to take decisions in favor of those who are in charge, rather than their shareholders or stakeholders. This criticism may also result in poor governance, such as an inadequate risk management system that can negatively impact businesses. It’s essential therefore that boards ensure all members are independent from each other as well as from any organizations with which they might be affiliated so as to reduce potential conflicts and maintain good corporate governance at all times.