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    What's up at Postie??

    Things are not going well for struggling clothing retailer Postie Plus. They have just called a halt to share trading, pending an announcement. In April, the listed retailer was under threat of suspension for not filing it's half-year results within the required deadline. Back in December, the board got a grilling at the company's annual meeting. 

    Clearly, something is not right. Is the board active and acting in the best interests of the company, or is it simply asleep at the wheel? The former is hard to swallow given the evidence of late.
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    On FMA's investigation of St Laurence: the right decision?

    There was an interesting development in the long-running St Laurence story yesterday. St Laurence, once a darling amongst finance companies in New Zealand, collapsed in 2010 under a mountain of debt, falling liquidity and, potentially, misrepresentations. The case has been investigated by the Financial Markets Authority (FMA). However, the FMA issued this announcement yesterday. Rather than pursue a court action, based on a breach of the Securities Act 1978, the FMA has issued a formal warning to the directors and closed the file.

    I am disappointed by this decision by the FMA. While it's probably the right decision from a pragmatic perspective, an important principle remains untested. Whether the directors were incompetent, negligent, unlucky or fraudulent should be determined. The answer makes a huge difference to the investors that lost millions, and, crucially, to any companies and owners that might consider any of the directors for a future appointment onto their own board.
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    Please bear with me!

    There seems to be a technical glitch with the blog page of my website just now, whereby the Twitter counter at the bottom of each blog post is not working correctly. About ten days ago, my website provider—Weebly—changed the way blog posts are referenced. The change is for the better, but the Twitter counter has not been adjusted yet. Only new posts are affected. 

    The team at Weebly has admitted there is a problem and they've said they are working on it. I appreciate their candor, and commitment to customer service. Hopefully the problem will be fixed very soon, to reflect the actual re-tweet activity, and so that you can again see how popular (or otherwise!) individual posts are. In the meantime, please bear with me!
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    The small question of control: A new "shareholder spring"?

    The question of who calls the shots in companies has been vexed for many years. On paper, the shareholders should have the final say, after all they own the company. However, the reality of what really happens is not so straightforward. Company ownership is widely held in many cases—particularly amongst publicly-listed companies—so forming a common view amongst shareholders is difficult at best. Consequently, boards and CEOs have considerable scope to seize control, in order to pursue their own aims.

    My observation is that shareholders are relatively happy to accept this situation when the going is good. However, when times are tough, or when the board or management pursues strategies that are not popular with shareholders, shareholders need to become more active. Shareholders need to ensure that boards represent their interests and that they deliver the results that shareholders want. It seems that some shareholders are starting to do just that, for a new "shareholder spring" appears to be occurring. Will it make a difference? Who knows. One thing seems clear though: passive shareholders will get their comeuppance.
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    Invited to submit article to journal!

    There was a very pleasant surprise waiting in my email box this morning: an invitation to submit an article for inclusion in a special issue of Leadership and Organization Development Journal. In March, I delivered a paper to the International Conference on Management Leadership and Governance held in Boston, USA. My contribution was noticed by the journal editors, which has led to them issuing the invitation.

    I'm both humbled and thrilled by this invitation: humbled that others see my work as valuable, and thrilled for the opportunity to contribute in this way. Thank you editors. 
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    What does "good governance" look like?

    Generally speaking, boards of directors are comprised of well-meaning, competent people who want the best outcomes for the company they oversee. They go about their work diligently, with the best will in the world. However, many of well-intentioned boards don't achieve the outcomes they plan for. Why is this? Given the thousands of boards that meet every day, and the plethora of research undertaken over the last four decades, you would think that it would be straightforward to define and replicate "good governance". After all, we know what "good" and "governance" mean, don't we? Sadly, the reality is somewhat different: every company, every board and every situation is, to some extent, unique. Therefor, standard "best practice" models and frameworks often don't work. Even after forty years of trying, we still struggle to describe "good governance", let alone know how boards influence performance outcomes.

    With this rather melancholic précis, it would be easy to conclude that boards are in trouble, and that the title question simply cannot be answered. I beg to differ. There are glimmers of light on the horizon, and they are worthy of investigation. This article is one. I commend it, and others like it, to you. While we have much to learn about boards and performance, knowledge of what "good governance" might look like is a good place to work from.