Too many board members forget (or never knew) that corporate governance is a collective activity.
That means you have to attend board meetings regularly participate in candid and strategic conversation, and play well with others.
Attend board meetings regularly…Hmm…What does that mean? Well it sure means more than 50% of the meetings! I’d say it means attending at least 75% of the meetings. I don’t care if you’re a big donor, Mr. Board Member. I don’t care if you’re the head of an important corporation, Ms. Board Member. If you’re absent a lot, you’re a lousy board member!
Participate in candid and strategic conversation…Hmm…What does that mean? Corporate governance is a collective activity and requires the verbal participation of board members during board meetings. In fact, board meetings are the only time that governance happens. So if you’re not in the room – and talking about the issues at hand – then you’re a lousy board member!
Of course, talking about the issues at hand requires that you read the advance material. And that you make notes on the advance material. And that you link the material to previous material and previous conversations. And that you bring the material to the meeting so you can reference it. Only with this preparation, can you participate in meaningful conversation. (By the way, preparation by board members requires delivery of critical information – translated into trends and implications. And this is the responsibility of staff.)
Play well with others…Hmm…What does that mean? Well it means you, Mr. Board Member, cannot be boss. Actually, Ms. Board Chair, you aren’t the boss either. There is no boss. Corporate governance is a collective activity. Everyone is equal. No single board member has any more authority than anyone else.
Playing well with others means you listen respectfully and you don’t try to convince everyone of your position. You listen and learn from others and others do the same with you. You don’t dominate and neither does anyone else. You don’t care if you’re chair of anything, you just want to add value.
I’m so tired of board members who don’t get it. Like Massachusetts Keith, a board chair who kept saying, “But what if I know I’m right?” You aren’t right, Keith. No one is right unless it’s a legal issue. You just happen to like your opinion better. But that doesn’t matter. You don’t have any more authority than any other board member. You better play well with others or the board should get rid of you!