How to Improve Your Board of Directors

Add a social dimension to the interaction of board members; in your annual survey of board members, ask them to comment on the performance not only of themselves but also of other board members.  Reduce the size of your board to 7-9 members.  These were among the suggestions offered by an expert panel in today’s program presented by the New England Chapter of National Association of Corporate Directors.

Each of these take-aways is not obviously manifest.

Will not commenting on your fellow members create animosity? The goal is to make a better director and if done carefully a board can educate itself.  It was noted that a majority of  S&P 500 companies in fact gather this information at present.

If you target a small board, what do you do with your current larger board; and, do you have a problem staffing committees.  As to the first point, while term limits may not be the answer (why remove an older director who is contributing), that device might tend to add younger directors who are more tech-savvy and closer in age and viewpoint to customers.

As to social contact, this helps build the culture of the board and, while difficult  to achieve when meetings are remote, I have come to the view that doing business in person is highly desirable and long overdue; COVID is never going away entirely, and the lack of interpersonal contact in so many settings has a palpable social and economic toll in the long run.  Surely at the board level, so vital to the proper guidance of an enterprise, personal contact seems essential.

Another salient point has to do with the definition of a properly diligent board member: it is necessary to get better educated as part of the job, and not just show up at meetings.  The world is changing both in the tech sense and the social sense, and directors should be expected to read widely, utilize other methods of gaining information (example: pod casts, industry conferences), and learn all that there is to know about the company, including but not limited to visiting facilities and fully reading the board materials.

Although it is commonly thought that service on up to five boards can be acceptable, it was suggested that if a director is to be able to direct for what a company will look like five years in the future, rather than ten years in the past, the heightened educational curve should cause good directors to serve on fewer boards so they can do a better job in a fast-changing world.

 

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