1/19/14
This LinkedIn article by Jack & Suzy Welch highlights desired board room behaviors, common problems from dysfunctional board members and what to do to keep the board effective.
Boardroom Behaviors
*******************
(I) Desired Board Member behaviors
********************************
Offers wisdom, sound counsel and judgment and does not interfere in management's day-to-day running of the business.
Has skin in the game and really interested in the company.
Ensures employee behaviors match corporate values.
Challenge and probe leadership.
Courage when in crosshairs.
Transparent - no hidden agenda.
Engages every director in the board.
Focuses on big picture issues such as strategy and succession.
Meets with high-potential talent, discuss industry dynamics.
(II) 5 Types of Directors in the BoD Who Don't Deliver
******************************************************
Boards sometimes tolerate troublesome performance from one or two of their own.
Dysfunctional, ineffective peers exist - it is time consuming or impolitic to eradicate them.
(Type1) THE DO_NOTHING
***********************
Behaviors: Seat warmer
too busy with their own companies, other directorships or personal lives to care.
Don't have enough skin in the game or real interest.
Tends to lie low for job security ($25K- $100K, prestige).
They rarely challenge or probe.
They do not venture into the field to make sure boardroom values and strategy matches what employees feel.
Rating: Awful
(Type 2) THE WHITE FLAG
************************
Behaviors: Coward
Fears being personally tainted by any kind of controversy such as class action or activist protest.
Sells our on principle and gravitates towards a settlement even before discovery of facts.
Undermines a culture of trust between management and board - an environment in which risks can and will be taken.
Rating: Dangerous
(Type 3) THE CABALIST
**********************
Behavior: Palace Intrigue; undermines board's relationship with management
Executives can't tell if the director is speaking for himself, the board or the cabal.
Sits quietly in meetings, goes along with the prevailing side, takes up a cause behind scenes, builds contituencies to achieve another, his own agenda.
Board's Executive Committee could be its own cabal.
Controlling, secretive, board-within-board that turns other directors into second class citizens.
Decommissions the majority of the board's brains.
Rating: Political opportunist
(Type4) THE MEDDLER
********************
Behavior: Butts into management and gets all mucked up in operational details
Rating: Offensive, spanner in the works
(Type 5) THE PONTIFICATOR
*************************
Behavior: Self-important, likes to hear his own voice,
Opines on matters of state, world events, social trends, company history, his own area of expertise
Rating: Distracts from business and enervates colleagues
(III) Wasteful Behavior of Boards
**********************************
Do Nothings: Let them hang on till retirement
White Flags: let them handle crisis
Cabalists: isolate or work around them
Meddlers: ignore
Pontificators: ignore
(IV) What Boards should do instead
***********************************
Vet potential members carefully before nominating them.
Deal with troublesome cases right in front - remove dysfunctional members.
Do what it takes to keep the board on its best behavior.
Dr DP
Reference
Welch & Welch (2013)
http://www.linkedin.com/today/post/article/20130408133309-86541065-5-types-of-directors-who-don-t-deliver?trk=mp-reader-card
This LinkedIn article by Jack & Suzy Welch highlights desired board room behaviors, common problems from dysfunctional board members and what to do to keep the board effective.
Boardroom Behaviors
*******************
(I) Desired Board Member behaviors
********************************
Offers wisdom, sound counsel and judgment and does not interfere in management's day-to-day running of the business.
Has skin in the game and really interested in the company.
Ensures employee behaviors match corporate values.
Challenge and probe leadership.
Courage when in crosshairs.
Transparent - no hidden agenda.
Engages every director in the board.
Focuses on big picture issues such as strategy and succession.
Meets with high-potential talent, discuss industry dynamics.
(II) 5 Types of Directors in the BoD Who Don't Deliver
******************************************************
Boards sometimes tolerate troublesome performance from one or two of their own.
Dysfunctional, ineffective peers exist - it is time consuming or impolitic to eradicate them.
(Type1) THE DO_NOTHING
***********************
Behaviors: Seat warmer
too busy with their own companies, other directorships or personal lives to care.
Don't have enough skin in the game or real interest.
Tends to lie low for job security ($25K- $100K, prestige).
They rarely challenge or probe.
They do not venture into the field to make sure boardroom values and strategy matches what employees feel.
Rating: Awful
(Type 2) THE WHITE FLAG
************************
Behaviors: Coward
Fears being personally tainted by any kind of controversy such as class action or activist protest.
Sells our on principle and gravitates towards a settlement even before discovery of facts.
Undermines a culture of trust between management and board - an environment in which risks can and will be taken.
Rating: Dangerous
(Type 3) THE CABALIST
**********************
Behavior: Palace Intrigue; undermines board's relationship with management
Executives can't tell if the director is speaking for himself, the board or the cabal.
Sits quietly in meetings, goes along with the prevailing side, takes up a cause behind scenes, builds contituencies to achieve another, his own agenda.
Board's Executive Committee could be its own cabal.
Controlling, secretive, board-within-board that turns other directors into second class citizens.
Decommissions the majority of the board's brains.
Rating: Political opportunist
(Type4) THE MEDDLER
********************
Behavior: Butts into management and gets all mucked up in operational details
Rating: Offensive, spanner in the works
(Type 5) THE PONTIFICATOR
*************************
Behavior: Self-important, likes to hear his own voice,
Opines on matters of state, world events, social trends, company history, his own area of expertise
Rating: Distracts from business and enervates colleagues
(III) Wasteful Behavior of Boards
**********************************
Do Nothings: Let them hang on till retirement
White Flags: let them handle crisis
Cabalists: isolate or work around them
Meddlers: ignore
Pontificators: ignore
(IV) What Boards should do instead
***********************************
Vet potential members carefully before nominating them.
Deal with troublesome cases right in front - remove dysfunctional members.
Do what it takes to keep the board on its best behavior.
Dr DP
Reference
Welch & Welch (2013)
http://www.linkedin.com/today/post/article/20130408133309-86541065-5-types-of-directors-who-don-t-deliver?trk=mp-reader-card
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