Personal Attributes

Ethical standards

Highest on the list of personal attributes must be those associated with a commitment to personal integrity and corporate governance ethics. The board has a ‘fiduciary’ or trusteeship responsibility to the organisation, its stakeholders and, in most instances, the wider community. No organisation exists as an island in the community, isolated from its impact on the wider social and economic environment.

Independence

Independence is a state of mind or an attitude. To ensure the board does not become captive to ‘group think’, the board must reflect a diversity of opinions and experience essential to sound debate and decision making. Collective judgements are enhanced by sound independent thinking brought together around agreement about achieving a shared purpose.

Ability to recognise competing interests

On a personal ethical level, directors must have the courage of their convictions. They must have the ability to be objective, to view board issues and processes through the lens of principle rather than the subjectivity of personal impact or implication. One area where this is particularly relevant is in the identification of any clash between personal and organisational interests. It is up to the individual director to identify and acknowledge any real or potential clash of interests and take whatever steps are appropriate to distance him or herself from impropriety.

Seeing things through

It is important that directors have a commitment to seeing things through. This is consistent with a strategic or long-term view of the organisation. The board should not be distracted by short-term imperatives at the expense of the strategic. To this end directors must be able to distinguish between pressing short-term demands that probably rest with management and the more strategic longer-term issues that belong with the board.

A sense of humour

Many battle-weary directors would agree that it is only with a sense of humour that one can hope to survive on a board and remain emotionally and intellectually intact. Humour is a key antidote to frustration and allows the individual to push through the difficulties in a positive frame of mind without needing to upset or blame others.

A commitment to governing

The board’s job is to govern the organisation, not to manage it. It is therefore imperative that directors understand the difference between these two interdependent but separate roles and make a commitment to carrying out their governing job rather than partnering with (or even supplanting) the CEO in managing the organisation.

Appropriate connections

For some boards, appropriate connections and networks are an essential director contribution. Directors who can open funding doors or who can assist with advocacy and lobbying by accessing or influencing the target can be invaluable. However, not all directors will bring such connections and nor should they be expected to.

Appropriate contribution

A more universal expectation is that all directors will make an appropriate contribution. For some, this will be from the perspective of expert knowledge, while others will bring a broad scope of general knowledge about the industry and some relevant experience.