Our clients are usually faced with one or more of the following scenarios.
- Board governance has been found lacking.
- An internal/external "health check" has highlighted some matters warranting further objective scrutiny.
- The current director review process is not driving the required behavioural change.
- Core processes, e.g. succession, compensation, need an objective review.
- Discontinuities in the environment have raised concern about the capability of the board and management to deal with new issues.
- Business strategy has changed.
- Business leadership has changed.
- Economic/political circumstances have changed.
- Material issues have arisen that call board and management processes into question.
- Shareholders have expressed unhappiness with the board and company performance.
- The interface with management appears to have broken down.
- A "Black Swan" event has arisen and not been dealt with effectively.
Our approach with boards is aimed at ensuring that directors work effectively as a team and with senior management in order to:
- Provide the appropriate oversight and support for the development and execution of the firm's strategy.
- Manage the leadership risk associated with strategy execution.
Our work is complementary to the board's underlying compliance and normal oversight activities and has the objective of making the board a competitive advantage for the firm.
We believe that successful effectiveness reviews must be context specific, i.e., we always consider the board's effectiveness against the role it needs to play by itself and with management in developing and clarifying the work of strategy. This approach means that we do not consider the board in isolation but as part of an integrated decision and operating system that includes stakeholders and management. To do this we study:
- The alignment of the board with "owner intent"
- The overall capability of the board, i.e., its "gestalt"
- The effectiveness of the board as a team and across the management interface
- Individual director contribution
- Information management across the interface and within the board