I am the son of a dairy farmer, a grandson of two (dairy farmers); a father of three adult children (none of whom have any interest in farming), and a grandfather of one grandson. I was born in a seemingly simpler time, before JFK’s audacious challenge: "We choose to go to the moon." While the natural path was to follow those who had gone before me, I discovered technology and business, and left the farm—my innate curious had me off on another path.
Today, I wear several hats in my work-life: I have had the good fortune to serve on the boards of over 20 private and family businesses and social enterprises; advise and educate thousands of boards, chairs, regulators and governments on five continents; delivered hundreds of keynotes and talks on stages large and small; and, quietly, study boards and how they work.
None of this makes me special. But it has made me who I am.
In my work-life, now spanning four decades, I have noticed a few oddities, some of which have exercised my wee grey cells deep into the evenings:
- While most directors are well-intentioned, some are downright lazy. Why is this so?
- One in six directors understands the business of the business they are charged with governing. Worse, only one in twenty boards are united as one when it comes to the purpose of the business, the reason it exists. This being the case, how can any board do its job if directors don’t know what their job is?
- Conceptions of what corporate governance is vary, widely, despite a definition being offered Richard Eells, who coined the term in 1960. He said corporate governance describes the structure and functioning of the corporate polity (the board). Cadbury's refinement (1992) “the means by which companies are directed and controlled” made the performance and compliance aspects of every board's work explicit. Given these perfectly adequate definitions, why do some many academics, consultants and others continue to propose new definitions?
- Many people and organisations have over the decades proposed and pursued best practice recommendations, corporate governance codes, and compliance measures, in the hope of better outcomes. Considerable effort has been applied. that is clear—but for what effect?
- In life, you cannot comply your way to great outcomes. If you want better, you gotta do better things better, n'est-ce pas? I have concluded that boards are no different—and that if boards are to have any hope of governing with impact, they first have to understand what governance is, and work out how to put their understanding into practice having taken into account prevailing circumstances.
- Because boards are social, the key to great outcomes is likely to be (social) as well. If values, culture, and behaviour matter more than structure and regulation, why do structural recommendations and 'regulation first' approaches continue to dominate the discourse?
I have been told I'm an outlier on some matters. That may be, but am I the only person who thinks like this?