impact

Taking on a new board comes with anticipation and a steep learning curve. The process of assessing any red flags during the due diligence phase has the added advantage of getting a sense of what matters — the strategic gaps and where to focus.

There is a rationale for each appointment.

A director has generally been selected because they know either the industry, the targeted business model, the stage of the business lifecycle the organisation is facing or can add needed functional skills.

The epistemic role can broaden to upskilling fellow board members or select executives when the new director fills a critical knowledge gap or brings cutting-edge expertise.

Stepping on board triggers an inner dialogue, regardless. “How do I come up to speed with board dynamics, agendas, decision-making and governance?” is followed by “What is the best way to signal my potential contribution?” and finally, “How will I make an early impact?”

Know what you need to know

Identify the priorities among the strategic issues and information architecture. Be clear on how underlying assumptions are tested. Know which risks, financial and non- financial ratios, ESG metrics and performance indicators signal pressure points and interdependencies.

Request to have the orientation process and site visits adjusted to meet your needs and to focus on the specific aspects of the business you want to absorb in more depth. Consider how stakeholders see the organisation and question how CEO performance, talent succession, incentives and culture are determined and embedded.

Capitalise on initial meetings with the chair, other directors, sub-committee chairs, the company secretary, CEO and C-Suite — to not only be across the details, dynamics, protocols and subtleties, but to start establishing relationships. Discussions with auditors or specialist advisers are useful. And assess all you learn through both the strategic-tactical and future-present continuums.

Navigate differences astutely

Each board member governs in their own way. Make a calculated choice about which capabilities to focus on while letting go of others. After all, the board is not the management team. Strategic decisions involve constructive tensions: growth or consolidation; artificial or human; social purpose or financial impact; disrupt or sustain; shareholder or stakeholder. Complexity and ambiguity require cognitive maps that can hold “boundary and pattern”, “enterprise and context”, “technical and adaptive”, “independence and collegiality”.

Each chair leads in his or her own way. They set the tone, pace, energy, standards, expectations and norms on “how we work” in meetings and outside the boardroom. This stems from their achievement drive, facilitation style, communication preferences, the levers they pull to steer the organisation, their intellect and individuality. Most ensure that wide-ranging viewpoints are heard, including from new directors. After initial meetings, seek feedback on whether your contributions have resonated, helped focus thinking or improved decision-making.

Being the new or different voice in the room requires resolve. Judgement is important and not all decisions will go your way. If you plan to push boundaries, develop a style of doing so that brings others with you. Challenging too much creates defensiveness or deflects from what you aim to achieve. Conforming too often stifles ingenuity.

While the outsider advantage gives a transient edge, awareness of what has happened, gained from previous minutes and papers, avoids unproductive conversations. Take a holistic view of the annual board calendar, activities and rhythms. They indicate if agenda items are adequately tuned to the future, why they occur or don’t occur at certain times and guides you on when to manoeuvre.

Apply multiple intelligences

The first few meetings can be arduous and board packs large, so be generous in the hours you set aside to read prior minutes, papers, reports — then make notes, look for interconnections, prepare mentally and plan questions. If you do need to request further information, be timely, clear and follow protocols.

Be counterintuitive, look for “the why behind the why”, where strategic thinking was applied to strategic process, strategic choices and the grey spaces in between. Gather your own intelligence by setting alerts for company news, releases, social media and other related resources. The connection — or gaps — between the board and the company’s performance suggests further analysis.

For each meeting, decide what is the intention, what you want to achieve, what impression you want to make and what ideas or solutions to offer aligned to the strategic objective. Reread your notes and any key papers.

Ask the right questions in the right way. Avoid statements or being prescriptive to encourage a dialogue that uncovers what is behind a decision or opinion. Observe how fellow directors probe and explore. Approach them to find out why they took a particular track.

Board capability is synergistic, assimilating what each director brings to the table and how each interacts. Be present, prepare well, draw on adaptive leadership skills, observe with several intelligences, listen deeply, get to know the board’s way of operating and contribute with clear value want to make and what ideas or solutions to offer aligned to the strategic objective. Reread your notes and any key papers.

Ask the right questions in the right way. Avoid statements or being prescriptive to encourage a dialogue that uncovers what is behind a decision or opinion. Observe how fellow directors probe and explore. Approach them to find out why they took a particular track.

Board capability is synergistic, assimilating what each director brings to the table and how each interacts. Be present, prepare well, draw on adaptive leadership skills, observe with several intelligences, listen deeply, get to know the board’s way of operating and contribute with clear value.

Dianne Jacobs MAICD is founding principal of The Talent Advisors.

Director reflections

“I would recommend you consider the purpose of the organisation and whether you can be proud of the organisation, consider your particular skills and strengths that you can contribute to add value to the board and its deliberations. I also suggest you find out as much as you can about the organisation including legal, financial and risk due diligence. This will assist you in understanding the business, come up the learning curve and become an effective director.”

Dr Marlene Kanga AM FAICD, director Standards Australia, Air Services Australia, Sydney Water, Business Events Sydney

“Think like a director and less like a manager — develop your director mindset. You are there to provide value add as a director, not a quasi- manager. Understand the organisation’s services and where they fit in the service system(s). Be pragmatic as well as principled with governance. Appreciate that governance is a journey.”

Tony Nippard GAICD, director Neami National, Mental Health Australia, AICD Company Directors Course facilitator

“Diversity of opinion is critical for a board. When an issue is fully discussed from multiple angles what often emerges are better ideas, new approaches and more robust governance decisions. Even if you are inexperienced, be courageous, as your thoughtful insights can still result in the board reaching far more effective outcomes.”

Peter Lamell FAICD, director AVEVA, National Trust Victoria, City Wide Service Solutions

“Remember you were chosen because you have something to offer. The biggest impact you will have is to contribute after you have listened carefully, sought understanding and reflected. Don’t make this mistake of thinking you always have to have something to say. It isn’t a board of one.”

Cassandra Kelly AM, chair Treasury Corporation of Victoria