Advice for Chelsea Clinton: How to be a good board member

The high profile appointment of Chelsea Clinton to the board of IAC/InterActiveCorp comes at a time when the individual and collective performance of board directors is being scrutinized more thoroughly and more publicly than ever before. A good board can be rocket fuel or it can be rocks in an organization’s pockets. But what does a new board member need to be active, engaged, and dynamic?

The principles are the same regardless of whether this is somebody’s first or tenth appointment, and their significance does not diminish with every new appointment either. Every boardroom has its own personality, its own cadence, and its own means of getting things done, and there is no way of knowing for sure how that works till you are around the table. But every board deserves the best from each of its members—long-serving and new alike.

The sooner new board directors are comfortable and familiar with the landscape in which their organization operates, with the challenges it confronts, the sooner they can make a meaningful contribution to the organization and help it deal with its current challenges as well as future-proof it.

Equally importantly, new directors need to become comfortable and familiar with the dynamic of the boardroom itself. A boardroom is, after all, a room of people who have to work together toward a common goal. The more comfortable everyone is, the more effective the group can be, so it is worth investing some time and effort into ensuring that new directors hit the ground running.

Trust your first impressions

When I join a board as a new director, my antennae are highly attuned. I take copious notes, and I often refer back to these first impressions and observations to avoid getting complacent and losing independence. These observations are not set in stone, but I’ve found my first instincts worth paying attention to.

Get up to speed

Most well organized boards provide a welcome package including past board minutes, as well as the minutes from the committee that the new director will be joining. Where this is not done, a director needs to request them. Often, reading past minutes raises questions about particular issues or the context in which they arose and were dealt with, and here fellow board members can fill in vital gaps and should be sought out to do so.

Talk to the Board Members

Speaking, or better yet, meeting with the board chair and the chair of the relevant committee a new board member will be joining in advance of their first board meeting is very valuable. This helps new board members minimize the gap between their appointment and the time they can fully and actively participate in the board’s work.

Not every board has a strong induction program, so any new board member’s aspiration to be an active participant should manifest itself from the word go. I have found it very useful to reach out to existing independent and executive directors alike and get to know them beyond their bios and outside of the board room. I try to understand where they are coming from, what their passion is for the organization and where it comes from, how and why they have made the organization part of themselves. Such an approach, if reciprocated from existing board members, is critical to building board cohesion.

Boards function better when the people around the table know and trust one another, and feel that they are moving in the same direction. In turn, this can make a real difference in avoiding confusion and misunderstandings in the heat of board room discussions.

Know What You Know, Know What You Don’t Know

Independent board members are stewards of the organizations they serve. Newcomers to the boardroom need to listen, synthesize information, and weigh the pros and cons on specific issues very thoroughly if their decisions about a myriad of issues outside their expertise or sector experience are to make a positive contribution to the organization they serve and its stakeholders. Today’s board agenda comprises a wide range of issues: infrastructure; technology; human resource planning; resilience; and emergencies. In the best boardrooms there is a good balance of grounding and stargazing issues, and independent board members must be agile and engaged enough to act on them.

A couple of practical suggestions for new directors:

- Make sure you keep a finger on the pulse of what is going on from sources beyond the organization you serve. Use traditional media, social networks, set up Google News Alerts. They don’t always provide answers to the problems you might face, but they can critically reduce the number of problems you might be unaware of.

- Ask to be put on the mailing list for events and the company’s newsletter (or newsletters for all its stakeholders). You don’t need to go to every event, but you do need to know what is going on, and it helps you to get a feeling for the cadence of the place.

- To avoid unpleasant surprises for all parties make sure you declare all potential conflicts of interest right away.

- Get the calendar – board meetings and committee meetings are generally sorted at least a year in advance, so make sure you have all the dates in your calendar. Being a board member is about more than showing up for meetings, but this is where it starts.

- Remember what it is like to be new, so that when the next new board member joins, you can reach out and help them to hit the ground running, too. Also, feed your experiences into your organization’s board induction program.

- Never forget why you are there. It isn’t about you, or the people around the table, but about the organization on whose board you serve. Ask questions, voice concerns, offer support, contribute to solutions. In other words, be engaged. But if you find after a couple of meetings that it is not a good fit, be brave enough to step off the board.

This article appeared first in Reuters


28 September 2011

Reuters: Advice for Chelsea Clinton: How to be a good board member

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