February 2015 - Peter Crow | Helping boards govern with impact

Published on: 22 February 2015

Might the potential liabilities of cyber risk change the face of business as we know it?

Stephen Catlin, head of the largest Lloyd's insurer Catlin Group, delivered a stark message to the business and the insurance communities this week. He said that the potential liabilities following a cyber attack are too large for insurers to cover.

Wow. Most company directors and executives have a general awareness of cyber risk: that attacks can have drastic impact on business. However, many directors and executives have probably felt that their insurances and risk plans have been sufficient. Until now perhaps.

What might Catlin's comments mean for business? Could the uber-connected world and the seemingly headlong thrust towards the Internet of Things have some nasty side-effects that we are only just becoming apparent? For example, if companies cannot secure adequate insurance cover (either outright or at a reasonable cost), might they be faced with the challenge of reviewing their business models? Progress rarely occurs without consequences. Perhaps some of the so-called old ways that many have rushed to consign to history—like walking into a store and buying groceries and other goods in person—might not be so bad after all. Is your board prepared to wrestle with this issue, or will it simply walk away?

Published on: 16 February 2015

HSBC: Should the directors and executives be "banished from the City"?

In issuing an apology letter and statement that HSBC has been completely overhauled, Stuart Gulliver, chief executive, has put a stake in the ground. He wants to move on. Some may argue that more needs to be done because accountability and consequence are important foils to anarchy and chaos. However, the sentiment underpinning Gulliver's message is an important foundation of civil society: that sooner or later communities need to respond to scandals, make adjustments, and then consign them to history.

With this in mind, should the directors and executives of HSBC be "banished from the City"?

Published on: 16 February 2015

More on the HSBC debacle: What does "completely overhauled" actually mean?

The debacle that has become known as #HSBCleaks continues to simmer. Stuart Gulliver, chief executive, went public today with a full-page letter in several Sunday papers. The letter offers an apology for the debacle, and it seeks to provide some assurances to both customers and the general public.

Statements that the bank has "completely overhauled" and "fundamentally changed" its operation sound good, albeit historical. But what of the executives and directors who were not monitoring business operations properly? Are they still happily drawing benefits without further consequence? Does accountability stop short of the executive suite and the boardroom? That Lord Green is the only head to have rolled so far raises more questions than it answers, including what "completely overhauled" actually means.

HSBC and the wider business community must learn from this scandal.

Published on: 15 February 2015

ICMLG'15: Conference wrap-up

The annual International Conference on Management, Leadership and Governance is over for another year. The third edition of the conference, in Auckland New Zealand, built on the earlier editions. The two keynote speakers, Phil O'Reilly and Andrea Thompson, were well received. They set the scene for each day nicely. Three strong themes emerged during the conference, as follows:

While business researchers are making a contribution, progress is painfully slow—akin to plodding. The gap (probably best described as a chasm) between the academic research community and the business community is far wider than it should be or needs to be. While researchers need to stand somewhat apart from praxis in order to conceptualise new understandings, they need to avoid standing so far away that their work lacks relevance. Pace and relevance appear to be crucial—if research outputs are to be appreciated by the business community.
The research emphasis needs to change, from standing outside the subject of interest (the board, the leader, the management situation) and counting things (typically secondary attributes based on pubic data or interview/survey responses), to getting close to the subject in action. This change demands more qualitative research, in search of deep understanding and meaning. While the theme has become increasingly apparent at conferences in the last year, several delegates voiced opinions that a tipping point might be tantalisingly close.
Building on this last comment, researchers need to open the black box (of the board, the management team, the organisational situation) and learn what is actually going on. However, this introduces a new challenge, of discernment. Perhaps business researchers need to take the lead shown by the medical and engineering communities (amongst others). Research-capable doctors do medical research and engineers do engineering research. Has the time come for business research to be performed by researchers with real-world business experience as opposed to researchers who have never been inside a boardroom or managed a commercial entity? Many at the conference thought so.

Some further reflections:

The organiser (Academic Conferences and Publishing, based in the UK) and hosts (AUT and Massey) did a wonderful job. Thank you to Louise, Pat, Coral and James, in particular.
The quality of the papers presented, and the author presentations seemed to be higher than the two previous conferences. Perhaps the review process worked better, or researchers are self-selecting such that only those with meaningful research submit papers.
The dinner cruise, on Auckland Harbour, was the social highlight of the conference. Delegates from the Middle East and Europe (especially) were effusive in their comments. That Auckland turned on a wonderful evening sealed the deal!
In future, ACP may want to consider organising a programme for partners. Around 20 percent of the delegates brought their spouses with them to New Zealand and there was nothing organised for them.

So, there you have it. The 3rd International Conference on Management Leadership and Governance is over. I look forward to the 4th edition in twelve months' time. The venue should be announced in the next month or two.

Published on: 14 February 2015

Is governance anything more than a fad?

Have you noticed how common the term 'governance' and a whole raft of variants have become in the last decade? The terms (there's an increasingly large set of them) get peppered throughout conversations almost at will. Corporate governance; HR governance; IT governance; enterprise business technology governance; and, organisational governance (amongst others) have all entered the lexicon in the few years. Hardly a month goes by without another variant being introduced, or so it seems.

A cynic might say that governance has become some sort of panacea in the eyes of many. If you have governance, or better still, if you have a specific type of governance (ITgov, HRgov, et al), then the likelihood of objectives being met or projects being delivered on-time is somehow greater than if governance is not in place. What happened to good management, good leadership, accountability and responsibility?

Is there any substance to this? Or are these terms simply examples of people grasping at straws or hiding behind jargon, in lieu of doing the hard yards to work out what actually matters? I've decided to investigate this during 2015—to try to separate the talk and hot air from what actually matters. If you have a view on this, or can point me to some credible research, I'd love to hear from you.

Published on: 14 February 2015

ICMLG'15: Board roles in SMEs

Wafa Khlif, a Tunisian professor working at a French university in Spain (Toulouse Business School, Barcelona), presented the results of recent research into boards in small–medium enterprises (SMEs). The purpose of the research was to understand how boards work and the role they play in the governance of SMEs.

The research suggests that boards perform different roles in organisations, from that of an entirely passive bystander (she uses the wonderfully descriptive term, legal fiction) through effective cooperation to that of a dominant bully. However, most of the research has investigated large and typically publicly listed firms. Precious little research has been published on SME boards, until now. Khlif interviewed 26 directors and chief executives of six Tunisian-based SMEs over a two year period.

All four of the important roles of boards that had been identified in larger firms—control, service, strategy and mediation—were also apparent in smaller companies. However, no single combination or arrangement of the roles was apparent. As with larger companies, considerable variation in the way boards work, and their purported dynamism and impact on firm performance (as claimed by interviewees), was apparent in the interview data that Khlif and her colleagues collected and analysed. However, some combinations of roles that are more common in larger firms (the watchdog, for example) is not so common in smaller firms (where the owner is more likely to be directly involved as a director and/or a manager).

The framework that Khlif and her colleagues developed as part of their research shows how the important roles can "fit" together in SMEs, and the types of background factors (firm complexity, ownership span, amongst others) that might influence how the roles are performed are identified. However, the research did not explore the link between board roles and business performance.

From an academic perspective, this research provides support to the idea that the role of the board cannot be adequately explained by a single theory. It provides strong guidance for practice as well: boards and board situations are all different, so forget about 'best practice' cookie-cutter models. Therefore, owners and boards that ignore the organisational context when boards are being established or reviewed do so at their peril.