Introducing Giselle McLachlan

8 min read
May 10, 2023 7:44:23 PM

Get to know the managing director of Grounded Governance, Giselle McLachlan

Get to know the managing director of Grounded Governance, Giselle McLachlan ChFlinstD
Recently, BoardPro had the opportunity to sit down with Giselle McLachlan. 
Giselle McLachlanWith a diverse career across industries and a wide variety of roles, Giselle is all about down-to-earth governance and business guidance. She was a lawyer for decades, as well as worked for insurance, as a CEO and in management. Currently Board Chair for AbacusBio – which brings science and economics together for better global food security – McLachlan is also the managing director of Grounded Governance Ltd.
Enthusiastic about making a difference in the governance sector as a governance coach, Giselle has shared hundreds of days’ worth of knowledge, led training sessions, and lived and worked internationally. Her work encourages sustainable growth in her clients’ organisations, with an eye toward good governance practices and positive company environments.
We spoke to Giselle about all things governance. Drawing on her varied expertise, we were excited to gain insight into her perspective on current governance trends. As a business advisor with a mission to help a thousand Kiwi businesses, her determination and enthusiasm is catching, and her insight, both motivational and valuable.
Editor’s note: This interview has been edited for length and clarity. McLachlan is also a BoardPro shareholder. 

Q: Can you introduce yourself?

I'm a person with passion for great governance, based in the south of New Zealand. I’ve worked in many roles and places which gives me loads of experience to share with others.  Right now, I'm focused on helping New Zealand organisations to do governance better. I spend lots of time in boardrooms and obviously in virtual meetings, explaining how people can build a better governance system from the ground up.  I try to be down to earth about governance; I really enjoy it. It's fun. A Boardroom's a good place to spend time.

Q: Can you provide me with a concrete example of your grounded approach

There is a lot of jargon and a lot of complexity in board processes. I help people to cut through all of that.

An easy example is people talk about a board of directors. For me, I'll talk about a board team. Just like any team it needs leadership.  You need to work on it as well as in it, especially on your Board culture just like any team. So that would be a very simple example. Boards aren't special; they're just a particular kind of team.
Another example would be the workshops, run to help boards understand their role, and how it differs from management’s job.  These get down to basics, practical and provide tools boards can use themselves.

Q: How do the factors influencing good governance differ between non-profits as well as for-profit organisations?

I'm going to argue with the question rather than answer it!
Both groups suffer from the same problems, like:

  • lack of resources,
  • being too busy being busy, and
  • lack clarity on what their key roles are.

These are common board problems, whether it's for-profit or not-for-profit, so I guess the first thing is that there are consistent problems. 
Secondly, I don’t agree with the common “for-profit or not-for-profit” language. Sustainable profits are important to every organisation. If you've got a not-for-profit mentality, then it's like a poverty mentality, ‘We don't have enough. We can't. We are poor. We could only do things if we get funded by somebody else out there.’ 
If we use other labels - such as “businesses” and “for-purpose organisations!  - that doesn't work either!  Businesses should have a positive purpose too. So I’m experimenting with talking about commercial organisations and community organisations. Maybe that language is clearer.
Coming back to the question … commercial organisations can generally afford to pay their directors, and the paid role brings with it a degree of commitment that sometimes is missing in the community organisations. On the other hand, some community organisations suffer because people on the Board are overly committed. I can spot these sorts of issues and help to get things back on track.  
Q: Can you tell me your take on what good governance is?

Good governance is an effective system to direct and control an organisation, so that the Board can make sound and deliberate decisions where that is their job. So the quality of the system and decision-making contributes to either good or bad governance. 
Making sure the Board supports management is vital. You're not there as the auditor or the police, you know, to check on other people. You're actually there to help management to succeed and give them both direction and control. It comes down to leadership on both sides and teamwork. 
Q: In your opinion, what's the right time frame for meetings?

It depends on the organisation, its stage and maturity and what's going on.  I frequently suggest not to meet every month because the board will end up focusing on operations. Boards need to stay in the strategic space. Occasionally a board does need to meet monthly, or more often, for example due to a crisis. But that should be the exception.
It's about the right balance; quite a few organisations will go to six-weekly.  They find two months not often enough because it's only six or maybe seven meetings a year. So somewhere around there is, I think, a healthy approach. Some organisations have their Boards meet quarterly and intensively and then really focus on what they need to do.
If directors have a strong understanding of all the work that goes into a board meeting, and empathy for the load on management, I see them strive to make the timeframes logical and workable.

Q: What changes do you see for businesses when it comes to governance? And what trends are shaping the industry, the governance world, today?

The ability to use technology solutions has a massive impact on Board work at the moment and the way the Board works itself. Now it's become absolutely normal to use a Board portal. 
More importantly, Boards are grappling with how technology can enhance an organisation: how we make decisions, how we share information? How will we talk about and to our customers? How do we turn all our data into insights that drive success? Everything is going through a massive, transformational, technological change.
Pre-COVID we had a stable period in the economy. Now the economic and social environment is very unstable. Organisations have experienced a lot of strain but there were many varied highs and lows.  Some organisations thrived in the covid ambiguity and others who struggled - and are still struggling. 
Governance has definitely changed for the better. Compared with say 10 years ago, governance is way more efficient and effective because we can meet online and competence is growing online. Organisations can afford Boards in a way that they couldn't before and can access global talent.That's exciting.

Q: Are you able to talk about DEI?

This is not something that I would say that I'm an expert in, but I am very tuned in and learning a lot at the moment. One hot topic is diversity of thought, rather than identity diversity alone.  Boards are beginning to welcome this different lens.

Q: How do you actually go about measuring diversity of thought?

In New Zealand, we have a tool that's been developed here as an internationally available tool called the Diversity of Thought Scorecard,. It's an online survey that gives you the profile of diverse thinking around a particular Board team. If you take a person off that Board and replace them with someone else, you need to re-do the calculations because it's not the same group any more. This is a fascinating and helpful way of profiling your board team.
One of the trends is to make sure that we're not labelling people. And yet you will hear people talk about the ‘pale, male and stale’ Board members. There's such an unfortunate and unprofessional label.  It is not appropriate or valid.
Q: What key changes can companies make to ensure their governance framework is modern, efficient and effective?

I want to put in a plug for Board portals generally and BoardPro in particular. If you have one place where all governance information is shared, then that's incredibly efficient and powerful.
The second key tool is the Board’s annual work plan. That is a roadmap for how the board is going to spend its valuable time, and when. The plan has to be effective and efficient. 
Finally, stick to governance.  A lot of board time and energy is wasted on management and even operational topics.

Q: How do we go about ensuring the most productive relationship between Board and management?

It's really important for everyone to get on the same page about the fact that the Board’s work is important, but it's not superior; management's role is important, but it's not superior either.
We want the Board to do their job well, add value to management and stay in their lane. Part of the Board's job is giving direction to management. I have a new way of thinking about this: like an infinity loop.

Information flows from operations through management to the Board.Direction and guidance comes back flowing through management to operations.  They sit side by side.
It is essential to have mutual trust. The trust equation is credibility, reliability, and intimacy above self-interest. We really want the Board team and management team to practise being credible, being reliable, and spending time together as appropriate for that organisation.
Q: How does strategic thinking factor into a company's ability to balance growth in good governance practices?

Strategic thinking or strategic planning is one of the key roles of the Board. 
If they don't spend enough time there, they're not going to be working on the growth side, and they [can] have all the good governance practices they think they've got, but they're not doing the right job. 
So making sure that there's enough time for strategic planning, thinking, pushing the boundaries, and monitoring that progress against their plan is super important. If the Board spends all that time boringly monitoring and progressing towards a business plan without thinking about what the implications are for strategy, then they’ve missed an opportunity. 
So it comes back to the annual work plan. Are we spending enough time on it?
Q: As a BoardPro user, partner, shareholder – please share why BoardPro software is such a valuable tool for Boards and organisations.

The key thing about BoardPro that's different from most portals that I know about is that it’s a workflow management tool. It’s not just a Board library … so that actually allows you to create your agendas and genuinely do the document creation and your minutes and your action items all in one place. It takes a lot of the work out of Board work and takes the work out of paperwork for the Board.
But it also gives that one place to go to that I mentioned, which is pretty vital. If you think about it, a lot of Board portals serve the Board well, but not management.  BoardPro serves everyone well: it makes the management work is easier and clearer, and the Board’s work is easier and clearer. I think it's a pretty successful recipe.

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