Governance excellence is tough, our board members face difficulties balancing this while creating positive teamwork despite the disparate demands inherent in their organisations. Best effective governance practices do evolve and by applying a principled framework, boards are better equipped to face this changing world.
The first step to develop a strong governance model is to get the right people on board. Without the right skills and attributes present among its directors, any board will struggle to deliver good corporate governance.
Step 2: Define and agree the boards role
Once the right people are on board, there needs to be agreement about exactly what the board’s roles and responsibilities are and what should be delegated to management. Once agreed, the roles, responsibilities and delegations should be written as policies, perhaps as part of a more comprehensive board charter.
Step 3: Employ and support a chief executive
Once the board is in place and there is agreement about its function, a chief executive will need to be employed to carry out the operational work of the organisation. Recruitment should be carefully carried out to ensure the right fit. Once in place, the chief executive needs to know what his or her authorities are and what the board expects should be achieved. Clearly defined delegation policies provide the chief executive with the confidence that he or she can apply their decision making skills and authority without having to ask permission from the board to do the job they are employed to do. The chief executive should receive regular performance feedback based on objective criteria.
Step 4: Provide strategic leadership
The chief executive is employed to achieve governance outcomes rather than to merely be busy doing ‘things’. A statement of strategic direction or strategic plan makes clear what is to be achieved. Good governance plans should be written in outcomes language as the basis for effective monitoring and evaluation, and as the basis for measuring organisational and chief executive effectiveness.
Step 5: Make board meetings count and involve the right people
The board meeting is the place where a board does most of its work. Board meetings should matter. They should be well run and should focus on the board’s job, not the CEO’s. Meetings should be predominantly forward looking and offer satisfaction to directors, who can leave the meeting knowing they have added value as the result of applying their experience, expertise and wisdom.
Step 6: Be clear on accountability and stay on top of the governance process
Even the most experienced boards and directors can find themselves drifting away from governing responsibilities and becoming involved in management matters. It is imperative the board stays on top of its role. Determining governance structure, monitoring and assessment of organisational effectiveness is the bread and butter of board meetings. However, these functions should not dominate the meetings. Time should be spent at every board meeting looking ahead; a portion of every board meeting should be the equivalent of a mini strategic retreat.
Step 7: Develop the work plan
This ensures directors view their role as continuous rather than episodic and involves making timely provision for all the tasks and functions that the board must address over the course of the governing year. Boards in all sectors are now developing board annual work plans.
Step 8: Review the boards performance on a regular basis
Increasingly boards in all sectors are undertaking regular performance assessment. Often guided by an independent specialist, this process also includes individual director assessments based on peer and self-performance feedback.
Step 9: Provide purposeful director induction
Step 9 closes the loop. Recognising that most boards have a regular infusion of new members bringing new skills and experience to their considerations, it is imperative that all newly appointed directors are provided with an effective induction into the affairs of the board and the organisation.