In parts of Indonesia Komodo Dragons make unwelcome and unannounced visits to villages that border their habitat. Even though the giant lizards and humans lived in harmony for generations, contention exists now. Environmentalists have imposed new policies in a region where people perceived a sacred duty in caring for the Komodo Dragons. The relationship between lizard and human has not been the same since.
CEOs and boards of directors have experienced a similar loss of symbiosis. The Sarbanes-Oxley Act of 2002 caused CEOs and directors to examine the way they do business. Now, more than ever, directors are taking their responsibilities seriously, speaking up, and striving for results; but, in many cases, the evolving relationship between the CEO and the board has not found the right symmetry. Here are some things the CEO can do to work more effectively with the board:
- Enrich committee reports to the board. Typically, these reports include a brief summary that lacks salient information, or they rehash the entire committee meeting. When the CEO requests specific kinds of information, receiving it becomes more likely.
- Formulate strategy for the board’s critique. Effective board governance involves assessing strategy, not setting it. Therefore, the more the CEO does to articulate the strategic direction and clarify the measurements, criteria, timelines, and standards for evaluating it, the more likely the board will be to offer oversight of its progress.
- Once the strategy is set, solicit the help of the governance committee to ensure the directors’ skills and talents are aligned with the strategy.
- Encourage directors to communicate regularly about their experience and expertise. CEOs should know how to pull this from the directors when they need it, but if the CEO has never formally gathered this kind of information, it won’t exist in a time of emergency or decision making.
- Constantly evaluate whether the directors’ skills, talents, and experience support the current strategy. In general, you will want directors that exhibit integrity, good judgment, strategic skills, financial literacy, confidence and high performance standards. But occasionally you might also need an industry authority, an international expert, a turnaround specialist, or a government procurement professional.
- When doing board evaluations or committee evaluations, you can use both interviews and surveys work. However, all records should be “paper and pencil” so they can be shredded to protect confidentiality. The minutes will represent a summary of the process, forms, action steps, and ratings, but only in general terms, such as, “using a 5 point scale, all members of the governance committee received a 4.0 or higher on their ratings.” Any papers distributed at meetings should be collected and destroyed.