A和C不是也正确么

问题如下：

John is a consultant specializing in corporate governance issues. He is evaluating the effectiveness of the board of Style Worldwide, a global clothing retailer.

Style has a one-tier board structure, with the CEO serving as the chair of the board. Of the 10 board members, 4 are executive and 6 are non-executive (i.e., independent). The executive board members have all served on the board for more than 25 years, while the non-executive members’ average tenure is only 3 years.

which of the following board considerations is most consistent with effective corporate governance for Style?

选项：

A.

Board of Directors Structure

B.

Board Independence

C.

Board Skills and Experience

解释：

A is incorrect. When evaluating board structure, investors consider whether the organization and structure of the board provide sufficient oversight, representation, and accountability to shareholders. The structure of Style’s board is one-tier, with the CEO also serving as chair of the board. This CEO duality may raise concerns that the monitoring and oversight role of the board may be compromised.

B is correct. Style’s board is comprised of 10 members, 6 of whom are independent. The presence of a majority of independent directors is a positive aspect of corporate governance.

C is incorrect. An issue related to skills and experience is board tenure. The executive board members have all served on the board for at least 25 years, which is a long tenure for board members. According to many corporate governance codes, a board director’s tenure is considered long if it exceeds 10 years. Long-tenured board members could become controlling, self-serving, or resistant to the introduction of new practices or policies that may be beneficial to stakeholders. This situation is especially troubling due to the fact that the non-executive board members’ average tenure is only 3 years.