CAPTAIN ON BOARD
.....ENGAGE

Captain's Log
Stardate: 9th January 2020

Warp Speed

The Chairman is preparing himself for the general board meeting with some sense of trepidation. The site chosen for the gathering is boardroom.net, a virtual meeting room where the electronic image of his colleagues will be transmitted from various parts of the world where they are based. It's not just business as usual. (1)

There have been articles over the last few months in the British media on the subject of non-executives, boardroom members, the CEOs and Chairmans role. The topics under discussion have ranged from how to clear out the yes-men to sorting out the big issues that face a company through to getting it right from the beginning even for start-up businesses.

I myself have often walked into a Boardroom, looked at the nicely varnished, veneered, well-polished, shiny surface and had the sudden urge to leap onto it and slide all away to the end, repeating the performance doing backstrokes, freestyles and butterfly strokes swimming techniques, back and forth on it.

Fortunately I have resisted such tendancies, but, like a lake which reflects its surface back to the sky there is no point looking at it if it ain't going to be used including every now and then drudging the bottom of debris. In all seriousness it does seem to matter a lot to board members of creating the right impression via a table rather than operational issues.

It has surprised me to read that most Human Resources executives are rarely given a position on the Board of a company.  It is hard to understand this because they carry out the company's strategical investment in people-management, and afterall they handle this integral part of the business.

Noted as well that those in the personnel department who have in addition business acumen will be in demand for outsourcing as HR professionals, and they are being hired on a consultancy basis for small and medium sized firms which can't justify having a HR department on-site. The demand for HR expertise in assisting business to be aware of employment regulations, implementing good performance management and training analysis will increase over the time.(2)

This requires HR specialists to have all-round skills and top contacts being placed on the board of companies as non-executives because they would be able to judge, meet and see the very top performers in various business sectors.  The skills of head-hunting is necessary for the HR person to acquire in order to stay in touch with those top executives who can make a business expand, and to hire those key people into the right positions.  This broad-based skill is rare and should be highly valued by those who are in the Boardroom.(3)

"If the chair is only chair because its daddy's company and being a family firm you are going to have trouble," as quoted by a London-based solicitors firm.  I would agree because this would entail "sacking your own child".  However, it is not a practical thing to hire or fire your own kin nor to be a member of the board, unless necessary for the business to progress without hinderance of personal family problems, as this creates another kind of dilemma as discussed in "the Whiff of Family" article and its weblinks of further essays on the subject.

Therefore I think a successful business should have in place a wide variety of ages and experiences as part of the boardship members, who should be pro-active in taking part in contributing to the prosperity on behalf of the company's stakeholders.  

It is also remarkable that in boardroom meetings the trivial issues occupy longer discussions when decisions regarding the tactical moves to expand the business should be a priority and you do really need board members who aren't afraid of asking those incisive difficult questions.

In an article by Weatley, she says "...crucially, the chairman must learn to stimulate debate on corporate strategy even though many directors are reluctant to tackle the issues involved.  Some board members dislike grasping conceptual issues, while others fear offending senior staff by suggesting that corporate policy is narrow or out of date..."(4) As commented before in various articles, there is no point having serial non-directors if they aren't actively involved in  progressing the business. 

Even non-executives who say they are underpaid for the responsibilities they carry out, maybe, but that doesn't mean they shouldn't give a valuable service ~ that's why they were hired just as any consultant and employee of a company would be expected to perform because you'd be required to have a track record of sharing your experiences and knowledge.  As Michael Carr comments "I'm happy to share my disasters with people. There are no bad experiences in business. There are just experiences." 

It was also pointed out in the article written by Sheila Jones who quotes Phil Goodwin saying "You can find plenty of non-executive directors, but most of them are grey-suited retired bureaucrats and they are worse than useless."(5)   This can affect how the business operates and the decisions needed to reach in terms of growth and that which is currently occuring with top-management leaving with compensation within 18-months after being hired.

I also agree with Sir John Harvey-Jones' comment that "business failure tends to start at the top and a programme to rectify this failure can only be led by the board. Yet how many boards set themselves a defined programme of work and annual objectives? How many regularly review their procedural effectiveness and work patterns?"(6)  Therefore directors or executives even the non's of boards are not only the custodians of the company's prosperity but a key part in the corporate governance and it is their function which is the determining factor of investors readiness to invest in the company.

The level of any table remains the same no matter what's placed on it although the chairs tend to move up, down, to and fro but the top or bottom can be at either end.

....Hereagin, Goneagin, Finnegan.

REFERENCE SOURCES:

(1) Management Today Magazine, issue May 1999, Beam Yourself Up to the Boardroom page 61-65.

(2) Sunday Business Newspaper, 12th March 2000, Human Resources Skills Give You Bite At the Top by Alison Coleman.

(3) Sunday Business Newspaper, 21st May 2000, Recruitment Section, Catching Head-hunters written by Virginia Matthews.

(4) Sunday Business Newspaper, 14th November 1999, Coming Up Trumps in the Board Game written by Catherine Wheatley.

(5) Financial Times Newspaper, 5th July 2000, written by Sheila Jones profile of Michael Carr.

(6) Management Today Magazine, January 2000, Winning At the Board Game, page 39.

(7) The Financial Times Newspaper, Play the Board Game and Win Series 1-8, 3rd July 2000 to 13th July 2000.

(8) The Independent Board Director,
written by David Clutterbuck, Peter Wain and
Sir Adrian Cadbury.
published by: McGraw-Hill Publishing Company.

(9) Directors Dilemmas: Tales from the frontline written by Patrick Dunne.
published by: Kogan Page Limited.

WEBLINKS SOURCES:

Corporate Governance Website
European Corporate Governance
American Society of Corporate Secretaries
Institute of Chartered Corporate Secretaries

 

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