What is Corporate Governance?
We talk a lot about corporate governance, but what would you say if I asked you what it is?
What’s the Point of a Board of Directors?
OK I know it’s a condescending question, but would all of your board members agree on the answer?
Building Alignment on Duty
To whom – exactly – do you owe a duty as a director?
Shareholders vs. Stakeholders
There’s a lot of talk about whether organizations should prioritize shareholders or a broader group of stakeholders. How do we figure out the answer?
Who Is Independent?
What exactly is director independence, and why (if at all) does it matter?
Executives in the Boardroom
Do executives belong on the board, or is it just asking for self-dealing shenanigans?
Why Do We Pay Directors?
Does paying directors just create a new opportunity for self-dealing?
Why Don’t We Pay Directors?
Should we do away with the idea of volunteer board members?
More Weird Questions About Director Independence
The more I think about director independence, the more weird questions arise. Ever wonder if you need to be wealthy to be independent? I have.
Is Overboarding Really That Bad?
Clearly, an overburdened director is an ineffective director. But is overboarding really a good indicator of governance risk?
Is Widely Held and Publicly Listed Really the Best Model?
We tend to put big, widely-held and publicly listed companies on a governance pedestal, but haven’t they actually been the root of some of the biggest failures?
Noses In, Fingers Out
“Noses in, fingers out” has become a bit of a governance cliche, and it makes sense. But shouldn’t directors sometimes get their fingers in at least a little?
When Should Directors Dive In?
If “Noses In, Fingers Out” isn’t the ultimate rule, then when, exactly, is it OK for directors to dive in?
Never Ask “Does Anyone Have Any Questions?”
One of my pet peeves is when managers ask their board if anyone has any questions. In my experience, it never (ever) turns out well.
Governance as Box Ticking
If we think about governance as box ticking, we miss the point completely.
Unconscious Bias Really is *Unconscious*
Managing unconscious bias in the boardroom is harder than it seems. It helps if we remember that “unconscious” means we have no idea what our biases are.
Group Think is Like a Cozy Sweater
How can group think be so wrong when it feels so right?
Why is it so Hard to Talk About Board Diversity?
I find talking about board diversity terrifying and exhilarating.
Is Board Diversity Just a Box to Tick?
In some ways, board diversity is just a numbers game. Does that mean diversity is a box ticking exercise? And isn’t ticking boxes “bad” governance?
Is Good Governance Different for Different Sectors?
Many organizations reject governance insights that come from other sectors. I don’t think that makes a lot of sense…
Is Your Board Evaluation Any Good?
Most boards conduct some sort of self-assessment, but what’s the difference between a good one and a bad one?
What Are Tenure Limits Good For?
Director term limits and age limits are increasingly common ways to manage board renewal. Are they any good?
CEOs Don’t Always Make Good Directors
CEOs may be the most sought after candidates for board positions, but I’ve met a lot of CEOs who are bad directors. Why is that?
Board Diversity And Board Composition Are Different Things
I want to make the argument that board diversity is about more than the list of who’s in the room. And I *try* to make that argument here. Tune in to see what you think.
Whose Job is it to Measure a Director’s Performance?
Boards measure their own performance. That’s hard!
What Are Tenure Limits Good For?
Director term limits and age limits are increasingly common ways to manage board renewal. Are they any good?
What Are Tenure Limits Good For?
Director term limits and age limits are increasingly common ways to manage board renewal. Are they any good?
Does Share Ownership Increase Independence?
I’m not convinced that aligning directors’ interests with shareholders’ interests actually increases independence. Especially if a director isn’t wealthy…
Learning New Things Is REALLY Hard
Why it’s actually better for boardroom conversations to be painful
Voice Your Dissent – On the Record
This is the most impulsive – and longest – episode of One Minute Governance so far. I recorded this on the evening of January 6th, 2021 after watching events unfold in the United States and seeing lawmakers express their horror at a situation that they had, in effect, deliberately created. The analogy for boards is this: confidently voice your dissent, and ensure it is recorded. Otherwise, you are complicit in the consequences.
Whose Job is it to Measure a Director’s Performance?
Boards measure their own performance. That’s hard!
Does Share Ownership Increase Independence?
I’m not convinced that aligning directors’ interests with shareholders’ interests actually increases independence. Especially if a director isn’t wealthy…
Should *YOU* be a Director?
A lot of us dream about getting on a board one day, but excellent directors are very rare. How do you know if the job is right for you?
Board Director Gives You THE TOOLS You Need To Easily and Quickly Do Board Work Online!
Click here to add your own text