As suggested by its title, this book is about the skills, qualities and behaviours exemplified in chairmen who effectively lead corporate boards. The book is co‐written by Andrew Kakabadse, a Professor of International Management at Cranfield University School of Management in the UK and Nadia Kakabadse, a Professor in Management and Business Research at the University of Northampton Business School, UK. Between them, the authors have published several books related to organizational leadership, boards and governance, and bring a wealth of research and experience to their subject.
Leading the Board is based on research conducted by the author team that includes input from vast numbers of board members and corporations. International perspectives from many countries including the UK, US, Australia, Turkey, Belgium and Germany, provide rich anecdotes from CEOs and board members on the issues and challenges that face board chairs. The authors state their position at the outset – that the role of the chairman as leader of the board of directors (most specifically in the corporate sector) is distinct from other board members, requires unambiguous skills and qualities, and affects the long term success of a firm. They argue that many elements of the chairman's role transcend national boundaries, and suggest that the six disciplines they propose for world class chairmen can be applied whether the chairmen operate “in Tokyo or Toledo, New York or New Delhi, Moscow or Madrid” (p. xix). Moreover they contend that generally the role of the board chairman is misunderstood and undervalued and that there is insufficient formal training and development for directors assuming the position of chairman.
The authors observe that the role of chairman has received little attention in terms of research and support, and argue that many firms have real difficulty sorting out where the role of the CEO ends and that of chairman begins. Chairmen, positioned as leaders of the board and CEOs, as providing the day‐to‐day leadership of the firm often operate at different purposes that may not foster success. The authors stress the importance of reconciling different perceptions about roles, expectations and authority and suggest that job clarity between the CEO and the chairman is vital to the effectiveness of the firm. The nature of twenty‐first century corporate board governance requires chairmen who can manage dissimilar organizational cultures and structures found in global corporations. According to the authors, more than ever, board chairs are faced with having to reconcile a number of forces and influences on how the company is managed and governed, for example the two‐tier governance model extant in Germany and other parts of Europe.
Elements of good corporate governance, such as trust, transparency and discipline are not new ideas in board governance circles. Nevertheless, the significance of these elements to effective governance is established through the six disciplines proposed by the authors. The relevance of each discipline in direct relationship to effective chairmanship and governance is established first by situating each discipline in a context of foundational principles and theories, e.g. a brief overview of the concepts of deontology and teleology in relation to discipline five, ‘living the values’. Real life examples and anecdotes drawn from the authors' research are discussed as well as steps for enacting the disciplines. The first discipline, delineating the boundaries, focuses on chairman‐board‐CEO relationships and stresses the importance of clarifying boundaries related to responsibilities, authorities and relationships.
Sense making, the second discipline calls for the chairman to foster open relationships and shared understandings about the nature and purpose of the organization, including internal and external challenges and future directions. Attentiveness to the relationship between the chairman and CEO is critical, as “that relationship powerfully influences interactions on the board, on the top team and between the board and the top team” (p. 69). This can only be accomplished by giving continuous attention to building relationships and reaching common understanding and purpose.
Interrogating the argument focuses on asking thoughtful and pertinent questions, being informed and participating in constructive dialogue. The chairman must encourage the exchange of ideas, ensure that management provides information relevant to the board, and create a culture of openness. The third discipline includes a discussion on how information comes to board, the importance of timing and what chairmen can do to alleviate many of the problems related to the amount and type of information a board has to deal with.
Influencing outcomes, the fourth discipline, is contrasted with forcing a particular position or agenda, seen as an undesirable and aggressive style of chairing. In order to positively influence outcomes the authors identify five skills required by the chair: surfacing what the board really feels on an issue; the ability to work through the divisive emotions that may surface; force of conviction and persuasive speech; an ability to retain focus on the important issues; planning far ahead of the discussion to position the issues and allowing time for the board to give consideration to them.
The fifth discipline, living the values, focuses on ethical behaviour and the role that the chairman and CEO play in epitomizing the values of the organization. Corporate social responsibility as an important aspect of governance and leadership is discussed as a political issue from the perspective of organizations who do not always do what they say they will do. This inconsistency can be addressed if board chairmen, CEOs and directors follow through with their commitments and ensure that the proper protocols are in place.
Developing the board, the final discipline stresses the importance of continuous learning for boards of directors if they want to be world class. Investment in board development through board assessments, questionnaires, interviews and reviews as well as providing individual learning and growth opportunities for directors will help to create a talent pool of board members who contribute to the greater whole. A chairman who can recognize existing skills and develop new ones is essential if the board is going to function at a high level.
There is no doubt that effectively chairing a corporate board of directors requires the degree of attention and commitment described by the authors. If there is a drawback to the book, it is that it concentrates the central responsibility for the effective functioning of the board almost exclusively on the chairman. In fact, the qualities and abilities found in the six disciplines should be aspired to not only by the chairman but also by each member of the board. All directors must share the responsibility for the activity, culture and outputs of the board. Norms, rules, structures and codes must be individually and collectively understood and enacted by all board members. Integrity, accountability, intelligence and the ability to think strategically is not only the domain of the chairman. It falls to each director at the table.
The book is clearly written and engaging. It provides interesting insights into the challenges faced by corporate board chairmen. Although the authors frequently refer to their research, the evidence they offer is mostly anecdotal. The volume of examples and observations from chairmen and other board members may distract from the central message of the book – that the role of board chairman is pivotal in effectively leading the board. Although on the surface some of the six disciplines may be perceived as nothing more than soft skills – effective interpersonal skills, adept facilitation, proficient people management and problem solving abilities – these skills are often under‐developed in many board members and sometimes missing altogether. The clarity and suggestions provided by the authors regarding how to attend to these issues and develop the aptitude to be an effective board chairman will be of benefit to many board leaders and to those who aspire to lead.
