Governance Bites #134: six secrets to supercharge your board, with Tracey Cross

Is your board underperforming? Governance expert Tracey Cross, an independent director and legal advisor, joins Mark Banicevich on Governance Bites to reveal the ""Six Secrets to Supercharge Your Board Performance"". This discussion is essential, especially given that 67% of respondents to an important survey would like to replace a board member. Tracey emphasises the necessity of becoming one aligned team, supporting the often-overlooked Chair, and accepting that directors are people too, bringing their own bias and baggage to the table. Learn the counter-intuitive planning secret: meeting less often can boost productivity by avoiding operational creep and providing management time to execute. Finally, discover why boards must focus on their own internal 'hygiene' and demand challenging, strategic work.
Tracey Cross is a highly respected legal and corporate governance expert, bringing over 25 years of experience in financial services regulatory compliance and strategy. As a Chartered Member of the Institute of Directors, Tracey holds key Independent Director roles, currently serving on the Boards of AIA New Zealand and Mint Asset Management. Her board responsibilities include strategy, risk management, and chairing committees like Audit & Risk and ESG. Tracey is passionate about governance with purpose, driving the belief that good conduct and culture are fundamental to competitive and sustainable business. Currently practicing on her own account and working as a governance adviser at Grounded Governance Ltd, she specializes in providing pragmatic, commercially driven solutions, strategy development, and tailored legal and governance training for Boards and businesses. Her focus is on strong leadership and advocating change that results in the best customer outcomes.
#Governance, #BoardPerformance, #CorporateGovernance, #BoardofDirectors, #Strategy, #BoardEffectiveness, #SuperchargeYourBoard, #BoardChair, #ProductiveBoard, #BoardHygiene, #AlignedTeam, #IndependentDirector, #GovernanceBites

Transcript

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I'm Tracy Cross. I am an independent director and a legal advisor. I'm also a board advisor and governance facilitator. So it's my pleasure to be here today with you Mark. So Mark's asked me to come up with a topic. And the topic is "Six Secrets to Supercharge your Board". Hi, welcome to Governance Bites. My name is Mark Banicevich and as you just heard, I have the pleasure again of spending time with Tracy Cross. Tracy, thank you very much for your time. Pleasure. You were actually the very first episode that I recorded. I think I might have released it second and for some reason. It might have just been the order of subject or something. But ours was the first one. Right. And if you remember we had to do four takes, right. Because. There was a bit of work on the tech. Yeah. And the animals. The animals didn't help. That's right. With the first two, and we thought,"Nah, nah, we'll do one more." And then we recorded the third one and I didn't have enough capacity on the phone, and it didn't work. So I had to delete stuff from my phone, and we did a fourth. So I've had more experience now. This will be a test, as to how you've improved. Yes, indeed. So thank you very much for letting me come back and do this again. I was really intrigued by this topic. When you were talking about six secrets to supercharge your board. So, I'm intrigued. First up, how did those come about? So basically they came about through the work that I do with Grounded Governance. So that's with my board advisory and training, board training, hat on. And we're all about making governance easy to understand, effective and fun. So, you know, we think actually supporting the effectiveness of a board is really, really important. I mean, if we look at the PwC corporate director survey where I think it was 30% of C-Suite executives said or rated their board as good or excellent. I mean, that's quite, quite low. That's pretty low. Yeah. And then the IoD's [Institute of Directors] conference last year, I think that they were sort of talking about 67% of respondents would like to get rid of, move on, a board member. So you know, they're not flash sort of results. So we sort of created these six secrets to success to supercharge your board in an attempt to have some fun and some lightness around the topic, while really looking to enhance, you know, board effectiveness. Okay. Let's dig into them, then. What's you first secret? So the first secret is be one aligned team. Now that might seem pretty obvious, but often, or more often than not, doesn't present. So evolving, changing, growing into one aligned team is really important for a productive board. And I think, you know, what that looks like is if you think of the infinity loop [∞], you know, sort of a #8 on its side and you have the board down one end, you have management down the other. And we've got the CE [Chief Executive], and the board chair in the middle, you know, managing the information flows, managing the sort of the workloads, and projects and all that sort of stuff between them. And that's sort of cemented by mutual respect and really sort of living the values of the organisation. So where you've got that flow of information - you know, from the management through the CE, to the board, back to the chair, and giving that direction - where that's really flowing, that's where you get, you know, a successful and effective, you know, board team. Right. And I think, you know, that's really what we, you know, what we aspire to. Does it necessarily mean that the board agrees on everything? Oh, no, not at all. Right. But you know, it's mutual respect and that flow of information, you know, keep the discussions going. And I think that, you know, we sort of like to think that as a secret becaused, you know, often in the traditional governance sort of text, it's about, you know, board leading from the top. You know, tone from the top. And we like to think of the important component being the board and management working together to set the tone. So what does it look like when they're in flow? Things, things just working, you know, like respectful conversations, you know, great challenge progress, things getting done. You know, and supporting each other. Right. Which is really important in this day and age when we're dealing with so much change on a continual basis. So as you'd expect, inside the boardroom, there'd be serious debates. To come up with a good decision. And then when the decision's been made, outwardly, everyone is working together. Absolutely, yeah. Absolutely. That's great. So the first secret was being one aligned team. What's the second one? Okay. The second one relates to the chair. The chair's approach, and the chair's commitment. Obviously the chair is really influential as to whether a board is productive or not. Right. So I think generally, obviously chairs, you know, are doing their best. They do, the majority of them do a good job. But I mean, in the governance facilitation training that I do, you know, often I do see chairs that are really struggling, you know. The chair's role is extensive. It's not about just managing meetings. No. And often they don't have support. So you know, the chair's sort of forgotten about. You know, we we sort of think about how, you know, board directors are getting on, but no one actually thinks to reach out to the chair, and you know, and check in on him or her. Okay, right. And how about the third? The third is around planning, and I think the important thing there is just a realisation, acceptance that it never stops. You know, sometimes governance can feel like a roller coaster. You know, just an ongoing, you know, more planning, more process, more paperwork, et cetera. And often you know, what we see with people in governance as they want to get to the end of their To-Do List. I mean, that's sort of mean. I love ticking things off a To-Do List But the reality is that you never get to the end. And you know, you really just need to accept that. And I think the key to a productive board being more effective is actually meeting less. So it might seem a bit contrary, but you know, often the boards are meeting too often. Right. You know, if they're meeting sort of monthly, that tends to lead people down into the operational weeds. Yes. It doesn't give management any time to actually do the work. Right. So really sort of looking to sort of, you know, look at the cadence of meetings is really, really important. And I think of course around that you really need, you know, clear workplans, clear agendas, clear expectations around what needs to come to the board. And clear expectations between management and the board for that to work. Okay. The other thing that makes me reflect on is a conversation I recently had with Tony Dench [episode 128], where he says that strategy isn't something that happens on one day. Yes. It happens continually throughout the cycle. Yes. Yeah, it's just like the annual work plan, you know, everything that has to be achieved. Yeah. It doesn't have to be achieved in one meeting. No. It needs to be spread across the year. Yeah. And you know, the amount of boards, and look, I'm talking, I'm not talking all of us around top end of town. Yeah. But you know, smaller boards, not-for-profit boards. I mean many of them don't have an annual work plan. No. So you know it's those tools which are critical. Absolutely. Yeah. And there is value in having an annual work plan for any company. Yeah. So yeah, those that don't have it, it's certainly something they should step up and get. So your first tip, going back to, is be one aligned team. The second tip was around the chair's approach. The third one you just shared is, planning never ends. What's the fourth tip? The fourth one is that boards ignore their own business. Now you know that's, sort of consider that a secret, because often it's not talked about, because boards can very easily focus on management. You know, sort of monitoring, and holding management to account, which some of them focus a little bit too much on. And they actually forget about building their own effective capable board team and culture. Okay. So I think that's really important to supercharge a board. So that goes to a proper board induction, to training, to, you know, the use of the board skills matrix, to formal evaluations, which again, you know, sort of many boards sort of don't do. So you know, they've got to actually focus on their own business. And I think that, you know, boards, supported with more time to be capable and productive, will be capable and productive. Yes, right, okay. So this tip is around making sure that boards are getting their own hygiene right. Yes, yes. As well as, you know, "eyes in, trotters out". Absolutely. Because often, you know, we get to get around the board table, and there is so much to get through. Yes. So you know, hygiene, or board reflection time, just sort of goes out the window. Right. But you know I'm very much, you know, I always like on agendas to have the last question being around the reflection. You know, have we offered, have we provided management what it needs? Yes. You know, out of this meeting. Yeah. If not, why not? And also, are we looking forward to the next meeting? Because of a board member's not looking forward to the next meeting, there's a bit of a challenge there that needs to be unpicked. Yeah, of course. Okay, so tip #4, boards ignoring their own business, is around ensuring that boards are doing their job well, focusing on their own - Yeah. - processes and so forth. Fifth secret? The fifth secret. This is that, this might surprise you, but directors are people, too. You know, how often do we sort of talk about a board as, sort of, you know, one entity, one heart, one mind, et cetera. Now we need to sort of work together as a team. Very, very important. But directors come to the table with their own thoughts, their own emotions, their own baggage, their own bias, et cetera. And they still have plenty to learn. Right So, you know, I think that we need to actually acknowledge that, and time needs to be spent getting to know who is, you know, around the table with you. Because everyone's affected by their own lives. Which, you know, it can be a bit crazy at times, and that's been brought to the board table. So if time isn't spent actually getting to know people - you don't have to be bosom buddies - but just to get to know someone. You know, how they operate, what's going on in their lives, then you can sort of be there to support them on the other side. And as as you suggest there as well, people have got their own things going on in the day-to-day that will affect their mindset on the day, it will affect their ability to concentrate, and so just being, discussing those things about, "How are things going at home?" And being open about this sort of thing enables people to... right. I think it's being curious about people, you know, about your fellow board members without judgement. We don't need to be judgmental about things, but just seeing what's going on and and when people might need time out, you know. I think it's really important. But it's those sort of conversations that aren't often had. Right. Yeah. Okay, so secret #5, directors are people, too. I like that. That's great. We've got one secret to go. Okay, drumroll. The last secret is that boards need work to do. You know, if you, an effective boardroom is one where everyone contributes. If you're getting to a board table, and all that's happening is management telling you or reassuring you that everything is okay, and you know, everything is being complied with, it's just a bit of a waste of time. You know, you've got a wealth of knowledge around the board table and this has come up in one of the boards that I'm involved in. Where, you know, as a board, we've got a fabulous exec [executive] team. But we just want to get more, we want to contribute more. Yes. So, you know, to be brought some some challenges for a wider discussion rather than, you know, "Well, here's the solution." To actually call on the wealth of knowledge around the table is really important. And a lost opportunity that's not being picked up. Right. So a board that is just doing, holding management to account, and making sure everything's ticking along is a board that's being wasted. You should get in there and say,"We need help. We've got a big strategic issue to deal with here, and we'd like to draw on"your skill and expertise." And get some debate going on to give us some idea about where to go. And often, you know, boards feel very comfortable holding management to account. You know, that's their sort of zone, particularly if you've got some lawyers on the board who haven't got the right sort of hat on, you know. That's the sort of, the detail, it's holding to account and that's where you know, sort of board protocols that have come in, in respect of, you know, that's not just your role, you know, and you know, there shouldn't be any surprises. You shouldn't be looking to sort of call anyone out or, you know. Yeah. Based on conversations I've had with a few people now, one of the things that I really like is boards that turn the agenda on its head, so you're talking about strategic stuff first, looking forward, thinking first. And then once you've been through that, then you pick up the backward thinking stuff. Yes. The backward focused stuff. Yeah, yeah. And doing the previous meeting's minutes last. Yes, yes. I've seen that happen. So that really ties in. And also yeah, moving financials sometimes also, not right at the start, because otherwise that just sort of swamps. That's all certain people want to sort of talk about. So yeah. I'm not going to ask what sort of people. Okay, so in summary, six secrets, the first one, be one aligned team. The second one was about the chair's approach and remembering that the chair's a person, too, and may need some support at times, came out of that, as well. Third one, planning never ends. So continue to be on your planning cycle.

Tied in, as well, with the fourth: 13:00

boards don't ignore your own business. Making sure that you're getting your own hygiene, processes and stuff, done well.

Fifth: 13:08

directors are people, too. And the sixth was giving the board work to do. Can you share an example of where these six secrets have really helped to lift the company's performance? Look, I think that, you know, there's a variety. I mean, I think changing the cadence of meetings is really important. You know, actually giving management time to do the doing. So you think quarterly is a better cadence? Well, the boards that I'm on, we're sort of by, you know, every second month. Oh yeah. I mean. Five or six meetings a year? Yeah. Six. Six. Okay. So yeah, given we're in New Zealand, so, November, January, I guess. No meeting in December, is that correct? Yeah, yeah. You squeeze that in? But look, it all depends on the organisation - Yeah, right.- as to what's going to work and what's sort of going on. And because remember, if you sort of move out board meetings, it doesn't mean to say that you can't have calls or, if something comes up in between. So it's just having that flexibility, but it's allowing management to do the work. Yeah, right. And then when you come to the board table, you know, you're focused on what needs to be done. Yes. Together with these other important aspects. That sort of more, the hygiene, the board culture aspects, which I think are really important. Yeah. Other thoughts on how it...? I think that, as I said before, the board asking, you know, to be involved in sort of the discussions, I think is really important. One board that I'm on, we have regular, well, we have quarterly deep dives. So into topics. So things that we might need to get across, or developments in the industry, or you know, whatever is happening in the world, et cetera. But they're just sort of quarterly, whereas you know, it's that invitation to management, that, "Hey, we can talk about things." And you do, but not necessary from a, sort of, a starting point, you know, all the work's sort of been done, really, before it comes to you. Right. And you're just testing and, you know, sort of monitoring it, et cetera. So I think that that's a really good opportunity. A bit more of an open table. Yeah, absolutely. But I think the, I mean, people are always important in whatever you do, aren't they. So you know, having protocols around board time, I think it's really important, you know, picking up the point about, directors are humans, too. Get to know them, know what's going on in their world. You know, what is your board doing? Are we just all flying in on the morning of the board meeting and racing and then out, you know. Flying out, yeah. What sort of culture does that create? As compared to, you know, having dinner beforehand. Yes. Or doesn't have to be all the time but it just creates that, you know, real sort of collaborative environment. And hey look, we've gotta have a bit of fun while we're doing this job. Yeah great. Actually on that note. A segue, away from the six secrets, which have been fantastic. Final question, what's the best advice you've received? Oh, my goodness. So much advice. And I'm still learning. Still learning a lot. Yeah, of course. Still learning lots. Share some advice. Oh, look, I think the big thing for me is just to be curious. I think as, you know, when I first went onto board as a lawyer, it was always a challenge because, you know, we when you see things, legal things happening, you sort of want to just roll up your sleeves, and offer to do it. So it sort of actually, that pulling back and managing it in being curious, you know not being afraid to ask questions, and just be vulnerable. I think this sort of important. Cool Tracey, thank you so much for your time. Pleasure. It's been really cool to catch up again. I'll look forward to seeing you again soon. And you next episode. Excellent. Thanks, Mark. Thank you for watching this episode of Governance Bites. We have more episodes on YouTube and your favourite podcast channel where I interview directors and experts on various topics relating to boards of directors and governance. We'd love to see you back and please like, subscribe and share the videos and podcasts.