How Boards Innocently Get Themselves into Trouble


Members of company boards are accountable for solving a dilemma: how should they intervene when problems inside the organization crop up? Do they always give managers the benefit of their advice? Should they become coaches, perhaps even taking up operational roles to help implement solutions? My surprising suggestion: resist the temptation to aid, abet and enable weak individual performance.


Many board members unconsciously cling to the notion that their job should be an easy one. The perks are well known: a relatively small part-time commitment in exchange for the prestige of helping to run a communal entity. Sometimes, there is even remuneration.


What isn’t openly acknowledged is that the rules of the road are obscure. Most boards have enough turnover to prevent norms from becoming established. Instead, each new member brings with him/her fresh experiences. The benefit lies in their original contribution, but there’s a downside. Most companies don’t on-board such members very well, leaving them to learn how to be effective by the seat of their pants.


As a result, many boards may follow established conventions in their meeting rules, but not where it really counts: in their relationship with staff. If you are a board member, this represents an undefined, grey area.


Conversely, you know what to do with familiar challenges. In those cases, you can highlight early warnings and weigh in to prevent catastrophes. But if all board members do the same with staff, expect the following problems to occur, without fail.


Problem #1 – Becoming Individual Coaches

It all starts innocently, with a sincere plea for help. A manager in trouble reaches out to you, a board member who he or she trusts. You can’t say no… plus you get a quick ego-boost from showing the youngsters how things are done. After responding to additional calls you eventually slip quietly into the role of being an informal coach or mentor.


However, unknown to you, other board members are doing the same.


Before long, your meetings turn into trauma centres in which each member has their own compelling story of raging incompetence. Sometimes, the larger, unfortunate, truth emerges: you are all giving conflicting advice. By the time you meet, you have collectively sent the organization into a tailspin.


In summary, the board transforms into an uncoordinated coaching team. Now you are chasing small problems mistakenly elevating them from the bowels of the company where they truly belong. Over time, the big, hard challenges only a board can address go unattended.


Problem #2 – Being A Regular Presence vs. An Emergency Visitor

Some board members fancy themselves as an inexpensive alternative to management consultants and in fact, they might possess superior industry knowledge.


If you do so, understand the issue you could create.


Professional consultants do more than give advice. They craft high-trust, short-term relationships in order to see problems permanently solved before departing. Consequently, they set up crystal clear, written agreements as a necessary pre-requisite.


However, as a board member, you may not appreciate the importance of this distinction. You are not a peer – you are always the Boss’s Boss. Furthermore, you don’t have a temporary relationship. It’s permanent.


Finally, when a consultant gives advice, the onus is on the client to use it. Unfortunately, your “suggestion” can be heard as a board directive, whether you intend it to be or not.


The net effect is that you cease playing your role as part of the governance structure and slip into another, which is less effective.


Problem #3 – Stop Being the Referee


Board members who take up these other roles eventually abandon their most important duty: to set standards and hold people accountable. After all, if you are involved in making operational decisions, at the next meeting you are likely to defend their success or failure.


In other words, you have become entangled.


Imagine a football game in which the goalie decides to play the role of centre-forward. That’s bad enough… imagine him also wanting to be the referee!


The source of all three problems is that boards often lack a rigorous definition of the practices to use when interacting with staff. In your commitment to be helpful, you end up doing more harm than good, running all over the field, leaving the mouth of your goal unattended.


As a board member, you are not a mentor, coach, consultant or friend. While it’s fine to show these competencies in quick bursts, your primary role is much too important to be abandoned. Do so long and often enough, and you leave the company short of the kind of far-sighted governance that might save it from ruin. Instead, stay out of trouble: define your practices with some rigour and stick to them no matter what.

N.B. This column has a companion webinar that accompanies it on YouTube. Click on the graphic below or this link.