Exploring best practices for a first-time CEO building and effectively partnering with a board of directors Kieran Moynihan ( [email protected] ) Entrepreneur-in-residence, Cork Institute of Technology Genesis programme 23rd November, 2010
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What should a first-time CEO look for in
an effective board ?
• Strong chairman
• Pragmatic balance of management,shareholder and NED members
• Small number of experienced NEDsbringing industry & management expertise
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Critical role of chairman
• A strong chairman
– Sets the tone & formality of the board
– Drives the effectiveness of the board
– Balances effectively between management &
shareholders/investors
– Resolves conflicts
– Puts the arm around and kicks the CEOs assas needed in private !
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Composition of the board
• Once investors come on board, there is anatural tendency by CEOs to want to pack
the board with supporters !
• In addition to the fact that most VCs willinsist on a balanced board,
– smaller boards are generally more effective
– usually CEO and CFO ( or other key CxO )sufficient from management side
– CEO needs to resist tendency for defensive
mindset
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Role of experienced non-execs
• Strong effective boards benefit from a small number of experienced non-execs who bring significant
• Sector expertise
• Management expertise
• Chairmen also use non-execs to help provide a balancedfocus to strategy, key decisions and importantly conflicts
between management and shareholders
• You need non-execs who are – strong
– strategic
– ask the tough questions
–
will roll up the sleeves in a crisis – Have a cool head in a crisis or conflict situation
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7 golden rules for a CEO in a board
Formal & well-organised
Absolute honesty, openness & transparency
Focus : 20% on positives, 80% on challenges & areaswhere you need board’s help and creative suggestions
Inspire the board members to want to proactively help
Listen, listen and listen
Continually build confidence in you as CEO
Under-promise & over-deliver !!
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• Formal & well-organised
– Comprehensive CEO and CFO report package
– Detailed minutes, progress of actions
– Regular scheduled board meetings
• Demand very high attendance levels
• Absolute honesty, openness &
transparency
– There is no other way – Holding back and spinning difficult news
inevitably leads to trouble and getting replaced
– If in doubt, ask the chairman for guidance
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• Listen, listen and listen !
– You need to build your own understanding of
each board member s style, concerns
…
.. – Board meetings are your opportunity to
maximise the collective wisdom of the board
– You need to spot warning signs of concerns
• Focus : 20% success, 80% challenges
– You need to give board members theopportunity to contribute by helping in the areasyou need most
– They are well capable of understanding the
good news from the board pack !
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• Inspire the board members to want to proactively
help !
– An inspired board member will be thinking about waysto help you outside of the board meeting
– This could make the difference on selecting a key
strategy, helping win a deal or deal with a crisis
• Continually build confidence in you as CEO• Every board meeting represents an opportunity for
the board to recognise your growth and performance
as the CEO
• With each passing board meeting, your maturity and
confidence growing builds their confidence
• This will be critical to deal with the eventual storms
that come to every business
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