Archive for the ‘The Value of Questions and Curiosity’ Category

“Full Range” Reading: 25+ NACD Deep Dives for 2015

February 5th, 2015 | By

Have you resolved to become even more proactive and knowledgeable as a director in 2015? I commend you!  As Dr. Reatha Clark King says in the annual Chairman’s letter, which appears in the January-February 2015 issue of NACD Directorship,

[S]trong boards should work with management to stay abreast of the full range of matters that may affect the success of companies. Today the emergence of significant issues on relatively short notice requires both management and boards to adapt more quickly.

To keep you current the first items on your reading list should surely be Directors Daily, NACD Directorship magazine, and the white papers and other timely content that flows from our Advisory Councils, NACD Directorship 2020® events, and many other educational programs.

But in addition to consulting these resources, consider making time for some of our deeper-dive publications, which provide extensive data and comprehensive guidance on key boardroom issues, both perennial and emerging. To help you locate the material that will be of most interest to you, here is a quick (at-a-glance) “catalog” of the most popular and most topical publications on the NACD bookshelves.

NACD’S ANNUAL SURVEYS. These studies cover governance trends among public, private, and nonprofit boards, as well as public-company director compensation. The facts and figures clearly presented here in charts, tables, and graphs—along with nuanced interpretation of the data collected—will enable you to benchmark your board’s practices against your peers’, no matter what size or type of organization you govern.

For more than 20 years, NACD has been tracking governance trends by industry and company size, from multibillion-dollar firms to those with under $50 million in revenues. Topics analyzed include board size, director hours, board priorities, committee variety, and specific practices for the oversight of risk and for CEO succession, to name just a few. While other fine organizations now support the effort to research board practices, NACD surveys are unparalleled in the scope of their topics and the size of respondent pools they cover.

BLUE RIBBON COMMISSION REPORTS. Our widely respected series of Blue Ribbon Commission (BRC) reports is required reading for directors who want to increase their mastery of the many issues facing them. Every year, NACD invites a new and select group of prominent board leaders and subject-matter experts to gather for dialogue about an emerging issue. Chaired by well-known leaders in the business or legal community, the commissions produce authoritative reports that have been cited in legal cases (notably Brehm v. Eisner, 2000) and have even been called “prophetic” by Delaware Supreme Court Justice Jack Jacobs, speaking at the University of Delaware. The following links lead to the most recent editions of 13 of these unique and eminently useful reports.

HANDBOOKS. Last but not least, for a firmer grasp of director duties, you may wish to consider one or more of NACD’s definitive handbooks, which are authored by experts and focus on the “how to” of directorship.

And, coming soon, The Family Business Board, Vol. 2!

Happy reading!

Through the Boardroom Lens

July 25th, 2014 | By

Directors attending the recent NACD Directorship 2020® event in Denver, Colorado engaged in group discussions about how boards can anticipate and effectively respond to environmental and competitive disruptors in the marketplace.

The half-day symposium at the Ritz-Carlton on July 15 was the second of three NACD Directorship 2020 events this year addressing seven disruptive forces and their implications for the boardroom. Summaries of the Denver speakers’ main points are available here.

Following each speaker, directors developed key takeaways for boards. Those takeaways fell within the parameters of the five elements of effective board leadership defined at last year’s NACD Directorship 2020 forums: strategic board leadership and processes, boardroom dynamics and culture, information and awareness, board composition, and goals and metrics.

Environmental Disruptor Takeaways

Strategic Board Leadership and Processes

  • Crisis response plan. Ensure that the company has a contingency plan in place that takes into account a potential environmental crisis. The plan should include how the company will respond to disruptions in the supply chain and production cycle, as well as to employees, customers, and investors.

Boardroom Dynamics and Culture

  • Culture. Boardroom culture should reflect that directors are ready and willing to be held accountable for environmental or climatological issues that arise for the company.

Information and Awareness

  • Engagement. The company should have an established communications plan to use in response to requests from shareholders and stakeholders regarding environmental matters.

Goals and Metrics

  • Green metrics. Becoming a sustainability-focused company requires adopting a long-term commitment to the cause. The board can communicate that commitment by establishing environment-related performance metrics that align with the corporate strategy.

Competitive Disruptor Takeaways

Strategic Board Leadership and Processes

  • Board agenda. Set aside time on the board agenda to discuss forward-looking strategy, so that the board’s focus is not limited to reviewing the company’s past performance.

Boardroom Dynamics and Culture

  • Culture. Fostering innovation requires risk. The culture throughout the organization should support failure and risk taking within the company’s tolerances. Also invite outside experts—or “white space” teams—to help trigger new, innovative thoughts.

Board Composition

  • Composition. Board composition should reflect a diversity of thought and experience. Regardless of background, directors should be willing to ask probing questions and stay aware of marketplace trends.

Goals and metrics

  • Understanding the marketplace. Management should be able to answer who future competitors might be and what trends might gain traction.

Problem-Finding: A Vital Board Skill

June 2nd, 2011 | By

Solange Charas is the president of Charas Consulting, Inc. and a senior-level human capital professional with 20-plus years of experience as corporate CHRO and consulting firm practice director. She is currently pursuing her doctor of management at Case Western Reserve. She has served as the chair of the remuneration committee for a NASDAQ-traded company.

Michael Roberto, author of Know What You Don’t Know: How Great Leaders Prevent Problems Before They Happen, shared his insights with the 200 directors who attended last week’s NACD Directorship Forum in NYC. He explained why it makes more sense to concentrate on “problem- finding” than “problem-solving.” Practicing problem-finding helps leaders spot and address emerging concerns while they are still manageable and before they turn into disasters. It is a vital board skill.

Roberto opened his talk with examples from the Cuban Missile Crisis and recounted his conversations with Robert McNamara about that perilous time. He also gave examples from the 2003 NASA shuttle failure from his interviews with then Space Shuttle program manager, Linda Ham. Using these two examples he illustrated the fundamental value of actively seeking out problems before they find you.

I think his presentation had the attention of the audience—there was something seductively compelling about the idea of using proactive techniques to anticipate and avoid dangerous problems. Yet, despite our intellectual agreement that being proactive is always more effective than being inactive or reactive, what’s the trick? How do we set about successful problem-finding?

Roberto offered these seven steps to becoming a proactive problem-finder instead of a reactive problem-solver:

  1. Circumvent the gatekeepers – get unfiltered information.
  2. Become an ethnographer – watch what your constituents are doing and stay alert to what’s happening in the periphery. Watch for “Hirschman’s exit” or “voice” phenomena;
  3. Hunt for patterns – try to draw on past experiences but don’t get caught in the trap of misusing analogies.
  4. Use intuition to “connect the dots;” lessons learned from small problems can contribute to understanding the path of large problems.
  5. Encourage innovative thinking and risk-taking on a small scale – piloting programs and experimenting may be the key to learning. “Fail often, succeed sooner.”
  6. “Watch the film” – what is your team and the competition doing? “Adopt the military’s “After Action Review” (AAR) process to learn and improve;
  7. Create a climate of information-sharing – encourage people to speak up and have a mindset of “openness.”

In my opinion, our shareholders and stakeholders expect us board members to do our best to steward the organization. To do that, we need to listen to our inner dialogue to understand what can inhibit our participation in important activities. What can cause us to abdicate our leadership role? Is it fear that we may be viewed as pariahs and shunned if we voice a dissenting opinion?  Do we feel safer if we ignore an issue? Like the Ravenous Bugblatter Beast of Traal in Douglas Adams’s Hitchhiker’s Guide to the Galaxy, do we believe that if we can’t see the problem, then it can’t see us? Or do we assume that someone else will tell us about the problem when it get big enough? All perilous pitfalls—which might be avoided by practicing problem-finding.

Read more about the NACD Directorship Forum here and here.

To reserve your seat for the NACD D100 Forum, November 8-9 at the Waldorf Astoria, NYC. Sign up to learn from Jet Blue director General (rtd) Stanley McChrystal, Polymer Group CEO Ronee Hagen and HealthSouth CEO Jay Grinney among others, and be our guest at the gala dinner celebrating the NACD D100 and Director of the Year honorees.