Chapter 10 - The role of the governance professional in infleuncing the board Flashcards
(20 cards)
What did the 1992 Cadbury Report say about the Company Secretary?
“Responsible for ensuring board procedures are complied with; advising the board on governance;
supporting the chair and;
helping the board and its committees to function efficiently.”
What are the three role characteristics of the modern company secretary (ICSA, 2014)?
Technical, Commercial, Social
What are some key personal qualities required of a governance professional (ICSA, 2014)?
Learning in vivo, Facilitative, Resilient yet patient, Courage to speak out, Deflects tension, Operates on emotional, organisational, and intellectual levels
What does the 2018 ICSA Competency Framework emphasise?
‘Being an effective company secretary…
requires mastery of specialist knowledge,
combined with strong values,
emotional intelligence and;
the ability to apply understanding in the particular context of the organization and its wider environment.’
What is Kotter’s view on leadership vs management?
Leadership = doing the right things (vision, change), Management = doing things right (order, control)
What are Mintzberg’s 10 management roles (1973) LEADER STYLE?
INTERPERSONAL - Memory Aid - Famous Leaders Lead
Figurehead - symbolic duties (e.g. attending ceremonies)
Leader - motivating, staffing, developing others
Liaison - networking and building relationship
INFORMATIONAL - Memory Aid - Managers Digest Stuff
Monitor - gathering internal and external information
Disseminator - sharing information with the team
Spokesperson - sharing information outside the team
DECISIONAL - Memory Aid - Every Hero Resolves Now
Entrepreneur - initiating change, innovating
Disturbance handler - resolving conflicts and crises
Resource allocator - deciding on budgets, people, time
Negotiator - representing the organisation in major talks
What are Goleman’s six leadership styles (LEADER STYLE)?
D = Directive - Demands immediate compliance; focuses on control and correction. Good to use in a crisis or compliance issue. Negative if overused.
V = Visionary - Sets a clear vision and inspires others to follow. Good to use when direction unclear. Strongly positive.
A = Affiliative - Builds harmony and emotional bonds. Good to use to rebuild trust, heal conflict and strengthen morale. Positive.
P = Participative - Seeks input and consensus from team. Good to use when buy in is needed. Positive.
P = Pacesetting - Sets high performance standards and expects excellence. Good to use with capable, self-motivated teams. Negative is over-used.
C = Coaching - Focuses on developing individuals and long-term capabilities. Good to use when people need development and are open to feedback. Positive.
What is Luke’s (2005) view of CoSec leadership POWER / LEADER STYLE?
Hard (coercive / direct authority)
Soft (ethical influence / relationship based)
Smart (situational alignment)
Luke (2005) (in governance context) acknowledges the Company Secretary’s role is mostly soft and smart, with power exercised indirectly, through process and persuasion
What does the SUCCES model (Heath & Heath) stand for?
COMMUNICATION Framework. It explains what makes ideas memorable and persuasive — ideal for governance professionals when preparing Board papers, influencing stakeholders, or framing key messages.
Simple - Strip the idea down to its core – make it easy to grasp
Unexpected - Grab attention by surprising people
Concrete - Use tangible, specific examples rather than abstract language
Credible - Make it believable — use trusted sources or data
Emotional - Help people care — link to values, identity, or mission
Stories - Use narrative to illustrate the point and inspire action
What does Rodgers’ Leadership Communication Grid describe?
COMMUNICATION impact based on Formal/Informal and Structured/Unstructured — CoSecs often influence most in informal/unstructured spaces
- Authoritative / Structured- Policies, risk reports, compliance updates
- Informational / Structured - Informal updates, short papers, friendly Board briefings
- Supportive / Unstructured - One-to-one chats, building trust, team morale
- Inspirational / Unstructured - Vision statements, cultural change messaging, big-picture communications
What are Cialdini’s 7 principles of persuasion?
Robert Cialdini’s 7 Principles of Persuasion are widely used to understand how people can be INFLUENCE— especially relevant for governance professionals seeking Board buy-in, stakeholder alignment, or behaviour change.
CRSS - A - LU (cross a loo)
C – Commitment & Consistency - People want to act in ways consistent with previous commitments
R – Reciprocity - People feel obliged to return favours or concessions
S – Social Proof - People follow the actions of others, especially peers
S – Scarcity - People value things that are rare or time-sensitive
A – Authority - People are influenced by credible experts or official sources
L – Liking - People say yes to those they like or relate to
U – Unity - People are influenced by shared identity or belonging
What are Cohen & Bradford’s 5 currencies of influence?
Cohen and Bradford’s (2005) model of the Five Currencies of INFLUENCE explains how people gain cooperation and exert influence without formal authority — ideal for governance professionals like Company Secretaries or advisors influencing Boards or senior stakeholders.
Inspiration - Appealing to values, vision, or a higher purpose
Task - Helping others do their work more effectively or efficiently
Position - Offering recognition, visibility, or enhanced reputation
Personal - Meeting personal needs like respect, challenge, or autonomy
Relationship - Offering personal support, access, or goodwill
What are Herminia Ibarra’s three network types?
Herminia Ibarra (a leading scholar on leadership and career development) identified three types of networks that professionals — especially leaders — need to develop and maintain for effectiveness and career success.
OPS
Operational - Get work done efficiently within your current role
Personal - Provide emotional support and self-development
Strategic - Help achieve long-term goals and career progression
What are the 4 political types in the Bradley & James model?
Two Dimensions:
Political Awareness – Understanding how power, influence, and informal dynamics work
Political Skill – Ability to navigate and use those dynamics effectively and ethically
Donkey / INEPT Operator - High PA Low PS - Understands politics but lacks skill or ethics — uses it poorly
Fox / CLEVER Operator - High PA High PS - savvy, politically sharp, but potentially manipulative or self-interested
Sheep / SINCERE Operator- Low PA High PS Trustworthy and supportive, but lacks awareness of political context — easily used
Owl IDEAL Operator (aka Clever Operator — ethical) High PA High PS - Wise, ethical, and politically skilled —the ideal leader — uses political intelligence ethically and effectively.
Why is storytelling an effective tool for influence?
Stories are 22x more memorable than facts; structured stories create empathy and connection
What is the Thomas-Kilmann model of conflict?
Well-known model that describes five different ways people handle conflict, based on how assertive and cooperative they are in a given situation.
Assertiveness – the extent to which you try to satisfy your own concerns
Cooperativeness – the extent to which you try to satisfy others’ concerns
Competing - High Assertiveness / Low Cooperativeness
You push for your own position — useful in crises or when quick action is needed
Collaborating - High Assertiveness / Low Cooperativeness
You seek a win-win — ideal for strategic issues requiring shared commitment
Avoiding - Low Assertiveness / Low Cooperativeness
You sidestep the issue — may be useful temporarily, but risks unresolved tension
Accommodating - Low Assertiveness / Low Cooperativeness You yield to others — good for preserving harmony but may weaken your position
Compromising - Medium / Medium
You give up something to gain something — useful when time is limited
What is Radical Candour (Kim Scott)?
Radical Candour is a communication and leadership model developed by Kim Scott, designed to help leaders give feedback that is both honest and human.
Care Personally – show empathy, respect, and genuine concern
Challenge Directly – give clear, honest feedback and hold others accountable.
These form four quadrants of communication:
Radical Candour - High Care/High Challenge
Best style — honest and kind; gives tough feedback while showing respect
Ruinous Empathy - High Care/Low Challenge
Avoids hard truths to protect feelings; leads to underperformance
Obnoxious Aggression - Low Care/High Challenge
Brutally honest but disrespectful; creates fear and resentment
Manipulative Insincerity - Low Care/Low Challenge
Self-serving, passive-aggressive, political; leads to mistrust
What ethical dilemmas do governance professionals face?
Competing duties:
Board vs stakeholders,
legal vs ethical
independence vs cohesion
What are key traits needed to manage ethical dilemmas?
Moral courage
Political sensitivity
Judgement and timing
Understanding the formal and informal board culture
What are the memory aids for Chapter 10?
TCP – Technical, Commercial, Personal (role traits)
MEELS – Management, Evolution, EQ leadership, Leadership styles, Smart power
SCORCH-POT – SUCCES, Cialdini, Owls, Relationships, Communication, Herminia, Pre-suasion, Owls vs Foxes, Thomas-Kilmann, Storytelling
PICC – Pressure, Independence, Culture, Courage (ethics)
