Veteran, New Director Learn Together

This article appeared on the Directors & Boards website and is used here with MLR Media permission

By Marsha Lindsay and Jessica Saperstein

Ours is an interesting relationship: We were brought together to transition one of us off a fiduciary board on which she’d long served and, in the process, orient the other of us, who was new to board service, to take her place. To our mutual delight, we discovered it’s not just new directors that benefit from an orientation from a veteran. Courtesy of the newbie, a veteran director is likely to have epiphanies, too. This happens when new directors ask “Why?” which, if they’re good, they do a lot. This can prompt veterans to reconsider many things, see the company they serve with new eyes, and, essentially, reorient themselves.

One reason our candid discussions have been enlightening is because we chose to share perspectives on the realities of board service. We came to realize that, while common to most boards, many of the realities are not commonly covered in the kind of “board service 101” taught at director conferences. This got us thinking about the high-performing boards we admire as well as the mindsets and skill sets of directors that enable them. In the process, we learned four things from each other.

Described below, we believe each is among the ways directors can address the realities of board service and excel at it. Collectively, the four may also be leading observable indicators of a board’s effectiveness and efficiency.

Governance is just that: Overseeing and directing but not doing. Some define this as “noses in, fingers out.” Yet how does one “nose about?” It’s best done by asking questions. Directors benefit from being skilled in the art of asking questions. They don’t hesitate to challenge management’s thinking with questions, and they know how to graciously handle answers that are unsatisfactory at the time they’re given. Just as important, they don’t hesitate to question the thinking of fellow directors. They also support other directors who ask tough questions.

From our perspective, questioning best practices include:

Premeditate your question. Organize your thoughts and make the question brief and specific. When perfecting the question’s wording, remove any suggestion of fault or blame. If the answer to your question is overly unclear, one may follow up with: “Can you answer my question again but use different words? “Can you clarify what precisely is the problem we’re trying to solve?” “What metric would prove resolution?” “What strategy are we betting on to deliver resolution?” Have handy some questions proven to help directors get to the heart of a matter: When provided performance info or metrics: “Compared to what?” “So what?” “Now what?” When provided information that disappoints: “If you could wave a magic wand, how would the outcome have been different?” Consider the often-overlooked questions that, if asked by a director, reveal his or her respect for management and their workload: “Given everything else on your plate right now, is this information/data/plan we’re asking of you a fair request?” And then: “Is it doable by the deadline we’ve given you?” These questions are appreciated by management teams and help ensure that the board is not creating unrealistic or unproductive demands on management. A big fundamental of board service is efficiently processing complex information via intense meetings. It is valuable for a director to be deliberate in their approach to running and participating in these meetings in a way that the complex is made simple, progress is furthered and what must happen next is crystal-clear.

Directors who excel in running meetings are those who’ve made it a point to learn the skills to do so. When setting the agenda, they allocate a realistic amount of time for addressing each item. We’ve all experienced the frustration of being in a meeting where time runs out before all agenda items are addressed satisfactorily. So, another meeting is called. And it’s no better. To drive outcomes, and do it efficiently, it is helpful to consider “meeting math.” Meeting math calculates the time it takes to address an item on an agenda, compensating for the number of people in the meeting who’ll likely want to comment on it and respond to other’s comments. Without meeting math, most agendas have so many items they are nearly impossible to complete.

Strong facilitation skills are also critical, so the right things are accomplished in the time allotted and with as much consensus as possible.

Being an effective meeting participant is also an important skill.Directors who are the most productive are those that excel in participating in meetings. They honor what’s on the agenda and the time management of the meeting chair, reading the materials and preparing questions beforehand.

The need for board meetings to be well-run cannot be underestimated: Well-run board meetings build confidence and frame clear direction for the board and for management.

One core responsibility of directors is to anticipate and address an organization’s future issues and opportunities early and fast enough to keep the organization’s aspirations viable and performance competitive. This requires continuous learning on emerging marketplace and category dynamics, new business models, changes in customer behavior, the reality behind the hype of new technologies and more.

High levels of foresight on an organization’s future means constant learning beyond what is provided in a board book or retreats. It requires consistent reading of news and business periodicals. Board educational groups and associations offer another great source of insight. And today, anyone can take a virtual course on most any topic from the best universities and theorists in the world. However, with the pace of change today, the past is not the prologue it used to be. Governing and leading for competitive advantage takes more. Spending time in the field observing customers, salespeople and service representatives can be a great source of insight about where markets are today and where they are heading. Evaluating other industries and analogs can also yield clues about what future market conditions and opportunities might entail. Directors who challenge themselves to assess where markets and customers are heading have the potential to guide transformative thinking for their organizations.

Don’t underestimate the work it takes to excel as a director. Recruiters may tell you “There are four board meetings a year.” But they may not reveal the hundreds of pages of reading for each. Or the additional meetings you’ll be involved with if you serve on a committee (including more reading). What’s more, don’t count on the reading to come weeks before a board meeting, but rather a few days. From the moment meeting dates are put on your calendar, it’s wise to preserve several days prior to the meeting to prepare.

Yes, board service is serious work. We hope the four “mindsets and skill sets” above inspire veteran directors to see their responsibility with new eyes and that they assist those new to service to better prepare themselves to excel.

We’re convinced that there is tremendous value in every board officially asking — annually, in a board meeting — “What is the reality of how we directors operate and what mindset or skill sets would make us more efficient and productive?”

If this is done, we expect what will happen is similar to what we experienced: Those newer to the board will exhibit “intelligent naivete”: shrewd observations rooted in their very inexperience with the company or fiduciary governance. Veterans who want to excel in their service will listen to the new directors, internalize their learning and make sure their colleagues take the newbie’s observations seriously. As a result, the board will better governance in service to investors, management, employees and the organization’s future, and the excellence of the board directors will beget even more excellence.

Ultimately, that’s the point: Governance practices improve because experienced directors don’t claim to “know it all,” and new directors are brave enough to say to the veterans, “Can I be candid with you?”

About the Author(s)

Marsha Lindsay Marsha Lindsay has 30 years of experience serving as a director on fiduciary and advisory boards, including board committees spanning governance, audit and capital investments. She is the founder and CEO of Lindsay Foresight & Stratagem, serving clients around the globe.

Jessica Saperstein Jessica Saperstein is a corporate board director, senior advisor and marketing executive. Over her career, Jessica has provided strategy counsel and leadership in the areas of growth, innovation and customer experience at companies including Voya Financial, Novartis, Avis Budget Group and ADP.