Unit 6HO 6-5
(Continued)I've found
that less than one
out of every 20
businesses ilave any
truly competent
outsidedirectors.
And of that
small percentage,
only a few (one out
of ten) w.li have
a majority of%,ompetent
objective outsiders.The
fact that boards
are not widely -
or effectively - used
is due more to
a lack ofinformation,
than to inherent
problems with
the nature of outside
boards of directors
or to thespecial circumstances
so often
raised to deny their
usefulness.I would like to do
my part to add to your
share of information
by addressing
these fivequestions:* What
are effective outside
boards like?* How do they
help?*
When are they
most likely to help?*
What about a director's
liability?
0 Should
you t'ade your consultant
in for a board?
So, let's
begin.What are
effective outside boards
like?Members of effective
outside boards
are non-self-interested,
mutually
respecting risktaking
peers who are not
indebted to the owner/manager
in any
way. They must
be able to sitacross
the table from the
owner/manager and
tell the truth as they
see it, no matter
how roughthat truth
is.An ideal
board might consist
of: A person with
experience in financial
management
andcontrol;
A person who
is strong in the owner/manager's
area of
weakness in a comparable
(notidentical)
industry; A person
who runs a business
that has successfully
grown the way
that theowner/manager's
company might
grow; A person
who is successful
in an area into which
thebusiness
plans to expand;
A generalist with
the energy and personality
to spark everybody's
bestefforts, someone
who can bring in the
offbeat and unexpected.Board
members should
have proven ability,
self-confidence and
enthusiasm. They
shouldbe respected by
their peers, and
they should demonstrate
respect for the
owner/manager.Does this
sound too ideal? I
can assure you that
I have seen it happen.
But you mayneed help -from
the outside -to make
it happen.How do
outside boards help?They help by giving
technical, financial,
organizational
and managerial direction,
reviewand support.
They help dddress
questions like these:
What are the true
needs for the future?How much growth/change
is necessary/helpful/indispensable?What effects
will this have on theorganization?
The minority shareholders?
The owners?
How can we
balance the response
to
personal and corporate
needs?
389