Your country needs you, wrote Martha Lane Fox in The Times recently, to become a non-executive.
As someone who has a few years under his belt now on the executive side in a professional body, and is shortly to take up his first non-executive role, I’ve been giving a lot of thought recently to what it means to be a NED. In particular, I’ve been casting my mind back to some of the boardroom discussions I’ve been part of over the years and remembering how blurred the lines can get sometimes between executive and non-executive.
I’ve been very fortunate in my dealings with the board and board committees. Even when matters at hand were contentious or relationships feeling a little delicate, I always valued the opportunity I had as a member of the executive team to present my case, accept the advice and support on offer – and, yes, to fight my corner if required.
But of course, it hasn’t always been smooth sailing. In my time, I’ve seen plenty of bad behaviours on both sides of the table. The staff member whose prickliness under scrutiny turns even friendly discussions into pistols at dawn. The non-executive so eager to catch the executive out you imagine it’s all they can do not to shout “gotcha!” The chair who takes the bebop approach to the meeting, riffing so freely on a series of themes you never quite know where you are, or what’s been decided.
Like I say, it’s the role of the non-executive that’s uppermost in mind at the moment and that particular problem of the over-enthusiastic (some might say over-reaching) NED. I’m sure I won’t have been the only person, in the heat of the moment, to read that sort of behaviour as an exercise in bad faith. To see it as a backdoor way of saying, “I don’t trust you to run the business”. Even those of us who think we don’t have much of an ego to bruise quickly discover that, oh yes, we do.
In truth, I suspect that kind of intrusive behaviour is more often than not a simple misunderstanding of what the NEDs are there for, what their value to the board actually is. They’re not there to add another layer of management. They’re not there to get involved in the operational detail. And they’re most certainly not there to take centre stage.
A quick google on the phrase “qualities of a non-executive director” throws up plenty of search results, and a long list of skills and aptitudes. These are just a few I found when writing this post:
· Integrity and high ethical standards
· Strategic thinking and leadership
· Critical thinking and evaluation
· Political astuteness
· Independence and creativity
· Sound judgement
· Self-awareness
· Ambassadorial potential
· Energy and commitment
· Solid communication skills
· The ability to digest and understand information quickly
· Good understanding of governance and the roles around the board table
· Special knowledge (of a sector or a particular field)
· Objectivity and a focus on the long-term
· Keenness to gain new knowledge and develop competencies
That’s quite a list. Imagine applying for a full-time role that listed each and every one of those qualities as a requirement for the job. That so many different things are “read into” the non-executive role demonstrates, I think, just how much value organisations place on getting the right people onto the board. Inevitably, not everyone will come up to scratch.
Becoming a good non-executive is, I suspect, much like any endeavour in life that’s of value. It takes time, you have to learn the ropes, grow into the role, be curious, ask questions and take advice from the people who’ve already made the transition. And above all, be prepared to make mistakes along the way and (hopefully) learn from them.
Company secretarial and board support have a role to play here, of course, in offering good induction, training and development and resources to help the newbie find their feet. But that kind of learning has to be a two-way process. For new or aspiring non-executives there are on the market plenty of training and development courses, factsheets, webinars and other resources from the likes of the Institute of Directors (Iod), the Chartered Governance Institute (CGIUKI), the Chartered Institute of Public Finance and Accountancy (CPIFA) and others, so there’s plenty out there to get started.
There’s a kind of alchemy, I think, in finding and shaping the effective NED. It’s worth remembering, a high flying career in an executive role and a seat on the board does not guarantee you’re going to make an effective NED. It’s one of the paradoxes of the role that people are often brought onto a board in a non-executive capacity because they have years of experience in getting things done, running things, selling things – and are then asked to deploy that experience in supporting and offering constructive challenge to other people who are doing the doing, the running, the selling. Small wonder, perhaps, that some candidates struggle to make the adjustment.
I’m looking forward to the challenge.
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