Chapter 7 - Culture in the Boardroom Flashcards
(13 cards)
What does the UK Corporate Governance Code (2018), Principle B say about Board culture?
The Board should
establish the company’s purpose, values and strategy,
and satisfy itself that these and its culture are aligned.
All directors must act with integrity,
lead by example
and promote the desired culture.
What is Charles Handy’s definition of culture?
Culture is the way we do things around here.
What are Hofstede’s six levels of culture?
N-R-G-G-S-O:
National,
Regional,
Gender,
Generational,
Social class,
Organisational
What are Schein’s three levels in the Iceberg Model of culture?
A-V-U:
A – Artefacts (visible signs),
V – Values (stated goals),
U – Underlying Assumptions (deep beliefs)
Most of a Board’s culture lies beneath the surface and becomes visible through interaction, observation and dialogue.
What are some key signs of a Board’s cultural dysfunction?
Groupthink,
power imbalance,
silence,
dominance,
outdated conversational processes, poor prep,
extreme decision shifts
What are the FRC Healthy Culture Markers?
H-O-R-A-R-R-A-A-S:
Honesty,
Openness,
Respect,
Adaptability,
Reliability,
Recognition,
Acceptance of challenge,
Accountability,
Shared purpose
What are Chait’s Bedrock culture archetypes Framework?
BOARD TYPES - ROLC
Orchestra,The Board and executives collaborate harmoniously. Board acts as a full partner in strategy and oversight. risk of groupthink
Consultants, Board gives advice and counsel but lets executives lead. The Board is informed but not deeply involved.
Regulatory , Board is watchdog-focused, emphasising control, compliance, and rules. Highly structured and formal.
Lone Ranger - The Board is passive or disengaged. Limited involvement or contribution. Board lacks purpose or coordination.
What are Pearce & Zahra’s four power culture types?
Statutory -Legal and compliance -focused.
The Board acts mainly to fulfil legal and regulatory duties. Low strategic input; mainly fiduciary.
Caretaker- Passive and symbolic The Board exists in name but does little. Rubber-stamping executive decisions with little challenge.
Proactive - Strategic driver - The Board actively shapes strategy, monitors performance, and provides challenge and direction.
Participative - Collaborative and supportive. Board works in partnership with executives, engaging deeply in planning and governance decisions.
What are Nadler’s five Board engagement types?
describe how Boards interact with management and contribute to organisational leadership.
particularly useful for diagnosing and improving Board effectiveness, especially in terms of engagement, challenge, and value-add.
COPIE:
Certifying - Ensures compliance and basic accountability, but avoids strategy or vision
Operating - Deeply involved in strategy, operations, and management decisions
Passive - Minimal involvement; simply rubber-stamps CEO’s proposals
Intervening - Actively steps in during crisis or transition; takes charge of key decision
Engaged - Well-informed, provides oversight and some strategic input
What are Tricker’s four relationship culture styles?
4 types of Board–management relationship cultures based on the degree of CHALLENGE AND SUPPORT the Board provides to executives, typically visualised on a 2x2 matrix.
R-C-R-P:
LC/LS - Rubberstamp
Board defers to management entirely. Offers minimal scrutiny or help. Exists mostly to meet governance formalities.
Risks: Poor oversight, unchecked executive power, reputational risk.
LC/HS - Country club
Cordial and loyal to management.
Avoids difficult conversations to preserve harmony.
Likes being helpful, but won’t hold leadership to account.
Risks: Groupthink, underperformance, ineffective scrutiny.
HC/LS - Representative
Adversarial relationship with executives.
Board members may push specific agendas (e.g. shareholder, political).
Focused on challenge, but not invested in collaborative success.
Risks: Conflict, mistrust, paralysis, lack of cohesion.
HC/HS - Professional
Critical friend: rigorous but respectful.
Holds executives to account while offering strategic guidance.
Balances scrutiny with encouragement.
Ideal State for high-functioning Boards.
Benefits: Trust, performance, resilience, value creation.
What’s the difference between ethical and performance cultures?
Ethical culture: integrity, respect, transparency;
Performance culture: challenge, stretch goals, feedback, excellence
How can the Chair influence Board culture?
By role modelling curiosity,
promoting alternative views,
and
balancing consistency with adaptation.
How can the Governance Professional influence culture?
Through agenda design, feedback loops, and aligning practice with purpose and values.
