By Barry Gamble – senior adviser to the Non-Executive Directors Association; Chairman, of The NED City Debates; and an experienced private, public company and charity board director.
Board agendas these days are full to overflowing with prescription and compliance. Only the most skilfully chaired, groups of well trained, attentive and perhaps lucky directors can hope to have the necessary energy and time left over to think outside the box and look round corners for those issues which did not make the formal agenda. Such issues might be concealing risk, whether legal, financial or reputational. They might be hiding opportunities. What is clear is that how the board sets its agenda, and applies it’s time, really matters.
Little things may provide some big clues to wider cultural failings which, with the right combination of circumstances, could let the organisation down but these can be hard to properly surface. Just developing the narrative to become part of the board’s attention bandwidth can be a massive challenge. Failure to do so can have huge consequence for individual directors liability and reputation.
Even formal board reviews and myriad policies might serve to distract from the real issues. Too often boards confuse this enthusiasm for compliance with ethics. Some clearer thinkers observe that rules and laws are a matter of power not ethics. Spending time ticking boxes can miss the elephants in the room.
Non-executives must ask the right questions if boards are to avoid governance failures.
Some see the non-executive as having, at times, a near impossible job to do. They have the same statutory responsibilities as any other director but will have only limited time in the business so must rely upon the optic of the executive to know what’s going on.
There is perhaps, at times, too much emphasis on the form at the expense of the substance of the role. A key component to setting the agenda is access to data and information so the board is able to properly debate options available. Too often boards are overwhelmed by vast volumes of data but fail to have the right information which is digestible and from which real insights might emerge.
Systematically using the right board portal which has the flexibility to grow with your needs is an important underpinning of effective board process and good governance. The direct and indirect costs of not so doing may cost your organisation dearly.
Learn more about our secure, user-friendly board portal, Boardlogic here
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Barry Gamble