Board

development

Question # 1
How large is the board?

Companies with small boards perform better

http://online.wsj.com/articles/smaller-boards-get-bigger-returns-1409078628

Research on group dynamics suggests that groups of 6 or 7 are the most effective at decision making. http://hbr.org/2010/12/the-big-idea-the-case-for-professional-boards/ar/1 .

Question # 2 How are board meetings done? How are decisions made? .

se/docs/board. board meetings are open.html .crisp.At www.se.crisp. Anyone can attend meeting if they wish to. http://dna.

To begin each meeting. the board of http://iuhealth. http://www.com/article/The-Mindful-Board .org/ has a “connect to purpose” moment.strategy-business. for example a story from a patient or physician.

one that will have wide impact on the mission of http://iuhealth.When confronted with a profound decision.strategy-business. http://www.org/ for generations to come.com/article/The-Mindful-Board . the board’s values and ethics committee convenes a group of citizens and members of the system for input before bringing a recommendation to the full board.

teacherspayteachers.com/Product/Improving-meetings-1569739 .teacherspayteachers.teacherspayteachers.Further inspiration https://www.com/Product/Annual-general-meeting-innovation-1390067 https://www.com/Product/How-can-we-make-better-decisions-more-rapidly-2058027 https://www.

Question # 3 How is communication done between meetings? .

http://hbr. professional directors working in audit committees as well as in compensation committees would also spend a significant amount of time gathering information throughout the year engaging with company staff and others between board meetings.org/2010/12/the-big-idea-the-case-for-professional-boards/ar/5 .Under a new model.

theglobeandmail.Survey of 171 Canadian directors shows that 21% say social media is significant for their boards today.com/report-on-business/industry-news/marketing/social-media-still-a-mystery-for-canadian-company-directors/article15369773/?service=mobile . but 74% say it will be significant within 3-5 years. 10% of the directors say they are active users of social media. http://m.

mobile commerce. cloud computing. http://www. As with any fundamental change of this kind. boards must play a central role in ensuring that companies are accurately evaluating risks and opportunities.com/briefings-magazine/spring-2013/corporate-governance-20-boardroom-collides-digital-age .Digital megatrends such as big data analytics. these trends are critical to competitive advantage. smartphone penetration and social media are now embedded in the core of business. More importantly.kornferryinstitute.

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org/2015/01/where-boards-fall-short .Bank of Montreal encourages shareholders to directly contact its independent directors. and disclosure. https://hbr. in particular about such topics as succession planning. corporate governance practices.

com/insights/leading_in_the_21st_century/board_governance_depends_on_where_you_sit . When it came time to select my successor.One of the benefits the board and I had was an active.org/page/board-governance-depends-on-where-you-sit http://www. he developed a sound process that we both agreed upon and led the board through it. capable lead director with whom I could work closely.mckinsey. He did a superb job in guiding the issues of the independent directors and in keeping me fully informed of any concerns and issues the board might have. http://www.billgeorge.

Question # 4 How is CEO succession planning done? .

The best approach is to include a CEO-free session during each board meeting.com/article/00327 . recurring.The board should find ways to make CEO succession planning a routine. presided over by the lead outside director. and candid topic of discussion. http://www.strategy-business.

http://sloanreview.edu/article/how-boards-botch-ceo-succession/ . boards should develop a CEO profile that identifies the key skills.mit. and experience needed to execute the company strategy. expertise. While the board may have chosen an effective CEO based on the time of the appointment.Taking into account both industry dynamics and company strategy. it does not necessarily mean that the same CEO should continue for the next phase in the organization’s growth.

and external assessments.edu/article/how-boards-botch-ceo-succession/ . Boards should use the results of these assessments to understand the quality of internal leadership talent and as a base from which to develop a list of potential external candidates. experiential simulations.mit.Assessment tools and methodologies to identify the future CEO among internal candidates can include 360-degree feedback instruments. http://sloanreview.

edu/article/how-boards-botch-ceo-succession/ . When directors actively participate in formulating development plans and in mentoring.mit. and geographic areas. and experience needed in the future. they increase their insights into the internal leadership potential to an extent far beyond that offered by formal presentations http://sloanreview. The training plans should feature mentoring by board members. business lines. as well as rotations in different functions. expertise.Boards should create individual development plans for non-CEO leaders that focus on acquiring the skills.

Question # 5 What is the relation between the CEO and the board? .

Boards should be independent of management.upenn. http://knowledge.wharton.edu/article/is-one-global-model-of-corporate-governance-likely-or-even-desirable/ .

http://www.mckinseyquarterly.com/Governance/Leadership/Chairman_and_CEOone_job_or_two_1413 Percent of listed companies with split Chairman-CEO roles .

The downside of this model is that in the past it often encouraged complacency by boards and discouraged them from getting deeply involved in issues until it was too late. as it puts them squarely in charge and avoids the likelihood of conflicts or power struggles within the boardroom.North American CEOs strongly prefer the dual mandate of being board chair and CEO.org/page/board-governance-depends-on-where-you-sit . http://www.billgeorge.

http://www.pdf If you currently have a combined chair/CEO. has your board discussed splitting the role during your next CEO succession? .pwc.com/us/en/corporate-governance/annual-corporate-directorssurvey/assets/pdf/pwc-annual-corporate-directors-survey-full-report.

A board may contribute directly to company performance by co-creating the strategy of the company.edu/article/how-strategic-is-your-board/ . By pursuing a co-creative role.mit. http://sloanreview. boards can help open the minds of executives and steer the strategy debate beyond any cultural blind spots.

Question # 6 To what extent and how are external people involved? .

pdf .pwc.Level of influence that various groups have over board’s decisions on executive compensation http://www.com/us/en/corporate-governance/annual-corporate-directors-survey/assets/pdf/pwc-annual-corporate-directors-survey-full-report.

Good boards now bring in governance experts to review their practices and provide clear feedback.org/2014/03/the-boardrooms-quiet-revolution/ar/3 .A growing tendency to engage outside experts has improved the quality of board decision making in recent years. http://hbr.

org/2013/11/you-cant-be-a-wimp-make-the-tough-calls/ar/1 .Invite outsiders to critique the company’s strategy in the boards’ strategy sessions. http://hbr.

corpgov.contentmanagement.pdf .Shareholder engagement activities will likely continue to increase among organizations and boards.servlet.com/binary/com. http://www.deloitte.ContentDeliveryServlet/USEng/Documents/Deloitte%20Periodicals/H ot%20Topics/Hot%20Topics%20-%20Shareholder%20engagement%20-%20A%20new%20era%20in%20corp%20gov%20-%20Sept%202013%20-%20Final.epicentric.

If the board is doing its job well.To test whether a board is doing its job well or not. http://www. observe the growth and involvement of activist investors.mckinsey.com/insights/corporate_finance/Are_you_getting_all_you_can_from_your_board_of_directors . there are no activist opportunities.

Survey shows that 48% of boards have a formal process of determining the combination of skills and attributes required for their board and. The future of director selection is becoming an increasingly objective and skill-focused process. therefore. for new directors. https://hbr.org/2013/07/joining-a-board-who-you-know-m .

Question # 7 How do board members develop themselves? .

net/frankcalberg/board-member-development-64658208 .http://www.slideshare.

com/Insights/Strategy/Toward_a_value_creating_board http://www.mckinsey.com/Insights/Organization/Changing_the_nature_of_board_engagement http://www.ft.Further inspiration http://www.org/blog/entry/boosting_nonprofit_board_performance_where_it_counts .org/2014/08/so-you-want-to-join-a-board http://www.org/2014/10/boards-arent-as-global-as-their-businesses https://hbr.ssireview.com/intl/management/better-boards http://www.stanford.mckinsey.edu/insights/seven-myths-boards-directors https://hbr.gsb.

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