Board Effectiveness Flashcards
(8 cards)
What does factors does the FRC Guidance on Board Effectiveness say can distort the judgment / Decision-making processes of the board?
- Conficts of interest
- Emotional attachments
- Unconscious Bias
- Inappropriate reliance on previous and decisions
What factors can limit effective decision making at board level?
- Dominant personalities
- Insufficient diversity (“group think”)
- Excess or insufficient focus on risk
- Compliance mindset
- Failure to listen to and act upon concerns raised
- Inability to challenge effective
- Complacent attitudes
What is the Chair’s role in managing Boardroom Dynamics?
- Maintain control of proceedings (does not dominate)
- Facilitates decision-making
- Stimulates debate, encourages all to contribute
- Encourages contrastive discussions
- Creates positive environment
- Sets example with respect to conflicts
What is the NED’s role in managing Boardroom Dynamics?
- Attends regularly and prepares so as to be an effective decision maker
- At ts objectively and is open to other perspectives
- Does not dominate discussion
- Recognises collective decisions
- Fosters constructive challenge
What is the Co Sec role in managing Boardroom Dynamics?
- Register attendance
- Determines quorum
- Maintains a record of the proceedings in order to produce the minutes and an action log
- Advises the chair on procedural matters
- Monitors climate of meeting
- Advises on governance issues
- Facilitating discussion
What does UKCG code said on the chairs role on receipt of Board Information?
“The chair… ensures that directors receive accurate, timeline and clear information” (p.F)
What does FRC said on the CEOs role on receipt of Board Information?
“The CEO is responsible for ensuring that management fulfils its obligation to provide the board with accurate, timely, and clear information” (p.73)
What does FRC said on the CEOs role on receipt of Board Information?
“NED should insist on receiving high-quality information and should seek clarification or amplification from
Management where they consider the information provided is inadequate or lacks clarity” (p.77)
