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Column
On board collegiality — it’s a different interaction dynamic than it used to be. By Robert H. Rock The week before Thanksgiving, my wife and I had dinner with the directors and top executives of one of my board companies. Spouses were invited, and most attended this annual holiday event. On January 31, my wife and I will attend a similar dinner for another board. In between, we will dine at gatherings of two other public company boards, as well as holiday celebrations for six charitable/civic boards. Celebrating “the holidays” can fill up the calendar well beyond the traditional last two weeks of December. The holiday season now extends almost three months. That’s a lot of holiday cheer! Given the ever-increasing demands placed on boards, the last thing a director wants is another board dinner. Board meetings often start with a meal the night before, which historically had allowed for some unstructured social interaction. But with expanding board agendas, these dinners are now used to begin the formal board meeting. As one director lamented to me, “The opportunity to get to know your fellow directors over dinner is getting crowded out, replaced with a seemingly endless list of board items.” The holiday board dinner is a good time to catch up on what’s happening in the lives of your fellow directors and their families. In the past, directors, often hand-picked by the chairman, would know one another from connections such as country clubs, school affiliations, and charitable organizations. Board members did not require social events to get to know one another. Today, nominating committees, often using search firms, select board members who bring specific skills and backgrounds, and these selections no longer come from the “old boys’ network.” Consequently, today’s directors frequently have little or no prior knowledge of one another. Yet when they come together as a board, directors are expected to operate with collegiality, defined as the sharing of authority among colleagues. But collegiality does not come naturally. The majority of directors are top executives, mostly current or recently retired CEOs who are more accustomed to unilaterally directing than collectively deliberating. They may bring to the boardroom finely honed people skills that enable them to work well with groups; however, they come from positions of ultimate authority. They are used to being the boss. In the boardroom, though, directors are not accountable for running the business; they are accountable for making certain top management is running the business well. To do so, a board must work collegially in both overseeing management and governing the business. Developing collegiality takes some nurturing, and social events such as holiday dinners can help. The better the directors understand one another, the better they will be able to exercise collectively their duties as board members. Gatherings with spouses around the holidays allow directors to better know their colleagues with whom they share the responsibilities and challenges of corporate governance. I hope you enjoy your holiday board dinners, and I wish you and your family a happy and healthy new year. Given the extended duration of the holiday season, I recommend you go easy on the eggnog. |
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| Robert
H. Rock is chairman and publisher of Directors & Boards.
He is a director of several publicly traded companies and nonprofit
organizations. Copyright © 2007 Directors & Boards, P.O. Box 41966 Philadelphia, PA 19101-1966. All rights reserved. Contact the webmaster. < Privacy Notice > |
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