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ACHIEVING BOARD EFFECTIVENESS (MODULE 9) (3. Robust decision making (Key…
ACHIEVING BOARD EFFECTIVENESS (MODULE 9)
1. Director responsibility and accountability
Board composition & Management
relations
Size - 7ideal
Competencies - get the right technical and behavioural
Composition with skills and diversity - gender, cultural, orientation, age
independence - go to market (no colflict)
Selection - due diligence
BOARDS Adding VALUE
Leadership
Teamwork
Creating the right culture
Monitoring compliance
Monitoring performance
Harmonious/effective relationships with the CEO
Having a clear vision
Effective communication
Oversight of risk
Setting and reviewing strategy
intellectual curiosity and questioning
CEO
Company Secretary
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Executive management
Board
Chair
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Director competencies
The Director's dozen:
Energy - turn up like you mean business
Work as a team - Directorship is a team game
Culture "keepers of the flame"
Strategic NOT operational (what is going to impact us future gaze)
Review and Evalueate - look at ourselves
Knowledge - know the industry inside and out
Be Prepared - read your packs
Lead -
Visionary - where are we going? Shared visition drives great performance
Challenge the sacred cows
Communicate - discuss, give clear and consise instructions
Be present and engaged
Key responsibilities
Governance,
risk,
hiring firing CEO,
Strategy,
performance and
compliance
due care and diligence
2. Board as a collective
Meeting conduct
Board culture
COHESION - are we woking together well as a team
VALUES - belief statements
BEHAVIOURS - tolerated/not-tolorated
ENGAGEMENT - happy people are productive
CODES OF CONDUCT/CHARTERS
RISK/STRATlEGIC/SAFETY/TRAINING CULTURES
OLD School vs. NEW SCHOOL
Leadership style and culture
see the comparison of yesterday vs. today leadership style
Today's culture
Brain
Builds Culture
Coaches
Collaborates
Simplicity
Context
Defines Behaviours
Tells Stories
Heart
Leads
Customer Focused
Listens
READ - Keep up to date with current trends
TRANSFORMATIONAL LEADERSHIP
Inspirational Motivation
Vision
Mission
Values
Intellectual Stimulation
Innovation
Creativity
Influence based on ideas
Lead by example
Integrity
Individual consideration
Mentoring
Empathy
LEADERSHIP GOLDEN TRIANGLE
Emotional Intelligence
Vision
Communication
Courage
ACTION
5 Dysfunctions of a team
Trust
Managing Conflict
Commitment
Accountability
Focus on results
Destructive forces are misaligned
Structure
strategy and
culture
Don't be a woodpecker on your own board
Board-management relations -
talk
to management on regular basis
Committees
Ensure that committees come to the Board with recommendations for discussion
Ongoing performance and review
HIGH IMPACT BOARDS
Spend time on key issues- McKinsey survey
Strategy 12 days per year
Performance management 7 days per year
Investments, mergers/acquisitions 6 days per year
Organisational health / talent management 5 days per year
Risk Management 5 days per year
Core governance & compliance 4 days per year
Tricker Model
Ensure you are spending 70% on
Strategy formulation
Policy making
3. Robust decision making
Chair-CEO
Chair is a leadership and mentor role
Lead in govvernance
Transformation role
Key relationship with CEO
Communicate path forward
What are the implications?
Mentoring and coach
Encourages full participation and contribution
Ensures tight meetings (timekeeper) on point
Set the agenda
Capacity to summarises
Represents shareholders and members
Skilled in PR
Listen
Skillfully use of questions
Board-Company Secretary
Legal
Board management
Board effectiveness
Board Charter ie Fred Hollows
Board succession plan policy
Board Calendar
Board meetings (consent agenda, papers, mins)
Read pack 5 days in advance
Board pulse check list for immediate feedback post each meeting - how the meetings can be improved (biggest gap)
Performance Evaluation
to measure and improve
What are our objectives?
Who will be evalueated?
What will be evaluated?
Who will be asked?
What techniques will be used?
Who will do the evaluation?
What will you do with the results?
How will you benchmark performance? Benchmark Australia
TIPS
Design the process so it can cope with difficult situation
Keep it simple - ensure problems on the table are addressed
Start with a collective view and then add individual feedback
Use a questionnaire as part of the process to steer
Individual responses should be kept confidential
CAN YOU PLEASE HELP ME
Keep up to date with current trends
Use AICD collateral
Qualitative - chat
Quantitative - survey
Key Elements of board effectivenes
'Hard" Elements
Board charter
Documented roles and responsibilities
Board calendar and meeting agenda
Excellent board reporting - track KPI
Board committees - need to know what is important succinct factual information
Annual performance evaluation
*Soft" Elements
Directors skills and competecies aligned with the organisation strategy
Leadership of the chair
healthy relationship between board nd CEO led by the chair
Culture of mutual respect, honesty and opennness
Robust discussion and decision making
Excellent stakeholder engagement and communication
4. Stakeholder engagement
Engagement
Policy
Annual reports
Website
Media/Social media
Investor/Member relations
Emerging issue
What else does the board need - to be proactive?