The Agile Board

February 22nd 2023

When things are going well in the economy and in the environment around us, it is tempting to get lulled into a business-as-usual mindset. The past several years has taught us that the smooth waters quickly become very choppy, with unpredictable storm clouds on the horizon. The COVID crisis, the war in Ukraine, the murder of George Floyd, the economy, unprecedented labor and supply chain shortages – all of these and more have created a tumultuous climate of uncertainty and volatility. 

The main job of the board is to help management see around corners and to do scenario planning; i.e, not only to look in the rearview mirror—but to look ahead and anticipate unforeseen situations. The most effective board members are not just intellectually inquisitive, they are agile and anticipatory in their thinking.

“In today’s environment, it is particularly important to examine closely board composition, board refreshment and board performance, all in the context of agility and effectiveness.”

As we think about what constitutes an agile and effective board as a whole, several questions come to mind:

  • How diverse is our board and how effectively do we incorporate each person’s diverse point(s) of view?

  • Do we spend enough time in discussion of “what if” scenarios and potential responses?

  • Is there a culture of mutual respect, but also respectful disagreement between and among board members and management?

  • How often do we re-examine our assumptions that form the basis for the strategic plan of the company?

  • And last but not least, do we have a framework for constantly scanning the environment around us? The scan needs to encompass the changing environments of employees, customers, competitors, suppliers, communities, investors, regulators and other parties that affect the company’s long-term success.

In today’s environment, it is particularly important to examine closely board composition, board refreshment and board performance, all in the context of agility and effectiveness. A board that has the appropriate composition (for its current and future business) will enable challenging and fresh perspectives to emerge.

It is critical that the board hold itself accountable for creating and nurturing a strong partnership with the CEO and other C-Suite members. The board has a responsibility to be respectful of the role of management, understanding they do not run the business on a daily basis. However, it needs to be understood that board members do have the right to ask challenging questions and to stick their “noses in” where they require more understanding or have genuine concerns.

“For those companies that are able to stay agile and mine the best of the Board-CEO partnership, there may not be a guaranty of smooth waters ahead, but there will be a much clearer course to long-term success.”

An agile board that is diverse and inclusive will be an effective board. It is the responsibility of the CEO and of the full board to ensure all points of view are included and incorporated respectfully into the dialogue. The Independent Lead Director/Independent Chair of the board has a particular responsibility to ensure that these practices and attributes are present:

  • Adequate time for discussion - built into each board agenda

  • Robust and candid executive sessions

  • A “no surprises” environment between board and management

  • A continuous culture of candor and trust

  • A framework for real-time scanning and monitoring of all stakeholder interests

  • A commitment to continuous improvement of each Director’s contribution to the company, accompanied by a meaningful performance assessment

In today’s volatile and uncertain world, it is critical that each Director take his/her responsibilities of the “duty of care” for the success of the company seriously.

For today’s agile Director, this means staying abreast of changes, helping management to see around corners, connect the dots and anticipate challenges that may arise.

For those companies that are able to stay agile and mine the best of the Board-CEO partnership, there may not be a guaranty of smooth waters ahead, but there will be a much clearer course to long-term success.

Phyllis Campbell, February 22nd 2023. Phyllis is a charter member of Ascend Pinnacle.  She has over 35 years of corporate and private company board experience.  She currently serves on the boards of ATSG and Remitly.