缺乏一个明确的框架来判断HIH的表现。卫生保健理事会要求监测执行情况,衡量有关核可的行动的管理建议,以便作出重要决定。董事们有责任确保这些建议得到彻底贯彻(Cooper 2003)。在相当长一段时间里,英国的HIH业务是定期的内部审查报告的主题——尽管在确保适当实施和跟进改进建议方面没有做多少工作。从HIH的经历中,我们可以清楚地看到,所有董事都需要确保自己处于能够恰当地审问管理层的位置。此外,他们还应该监督公司政策的执行和效率,并评估公司的业绩报告(Graeme和Frank 2004)。由于在英国和美国的扩张过程中没有进行讨论或发音,所以长时间以来HIH都没有出现这种情况。
在没有执行董事的情况下,非执行董事和独立董事需要在决定是否会见高级雇员之前进行考虑。报告中详细列举了许多例子,涉及HIH的承诺书被隐瞒在非执行董事的信息之外(绿色2009)。例如,有关HIH于1997年1月收购Sphere Drake在英国的业务的信息,只有在一些非执行董事在一些报纸上看到后,他们才知道。在HIH的案例中,很明显,管理层对董事会及其在监视公司工作中的角色毫无考虑。相反,管理层似乎认为董事会是一个需要限制或规避的障碍,而不是提高公司业绩的资产(Hill 2005)。根据公司规定的政策,董事会在确保管理层充分履行职责方面发挥着基本作用。董事会和管理层所扮演的角色并不总是不稳定的。适当的程序文件和有效的沟通有助于避免这两者之间的冲突(Hill 2005)。


A clear framework for judging the performance of the HIH was absent. It was required by the HIH board for monitoring performance, to measure management proposals in reference to the endorsed operation so as to take important decision. It was the responsibility of the directors to assure that these proposals are being thoroughly followed (Cooper 2003). For quite sometimes the UK’s business of HIH was the topic of periodic internal scrutiny reports – though not much was done towards ensuring the proper implementation and following up the improvement proposals.A clear learning from the experience in the case of HIH is that, all the directors need to ensure that they are positioned in a place from where they are properly able to interrogate the management. Besides they should have monitored the execution and efficiency of the company’s policy and also assess the recitals of the company (Graeme and Frank 2004). This is absent in case of HIH from a long time as no discussion or articulation was taking place during expansion in UK and USA.
Non-executive and Independent directors need to be consider before deciding to meet the senior employees in the absence of the executive directors. Quite many instances were detailed out in the report regarding, the undertakings involving HIH being kept away from the information of the non-executive directors (Green 2009). For instance, information regarding HIH’s acquisition of the Sphere Drake’s business in UK in January 1997 came to the knowledge of some non-executive directors only when they read about it in some newspapers.In HIH’s case, it is evident that the management steered with no regards towards the board and its part in the surveillance of the company’s working. Instead, it appeared that the management considered the board as an obstacle to be curbed or as a hurdle to be evaded, rather than an asset to enhance corporate performance (Hill 2005). An elementary role is played by the Board in the assurance of the adequate performance of the management, according to the defined policy by the company. The roles played by the board and management are not always unstable. Proper documentation of procedures and effectual communication can aid in avoiding conflicts between these two (Hill 2005).