Repairing a Toxic Board
Establish a board that employs an effective culture
Association boards are paradoxical creatures. They exist to create a consensus around an organization's priorities, but they are also meant to foster robust debate around challenging issues. Drift too far toward consensus, and you risk a rubber-stamp board. Drift in the other direction, and you risk open conflict. So it's unsurprising that, according to a 2022 PricewaterhouseCoopers (PwC) survey of corporate boards, nearly half of all board members would like to replace at least one of their colleagues.
A new report from the National Association of Corporate Directors, Culture as the Foundation: Building a High-Performance Board, explores the difficulty of threading that needle, and proposes a few solutions. As the report explains, the need for boards to get it right is more acute these days: In the post-COVID era, boards are asked to be more agile, transparent, diverse and accountable, which means "longstanding norms of behavior may no longer be effective or acceptable."
To that end, the report, produced by a commission of corporate board leaders and subject-matter experts, emphasizes how a board can establish and enforce an effective culture. Its recommendations are bundled into three main themes: defining an optimal board culture, reinforcing its culture and behavioral norms and addressing "major cultural fault lines." Within those themes, the report comments on some familiar issues—the board’s relationship to management, silos, ineffective committees and more. But it’s worth a look especially for matters around those "cultural fault lines."
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