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    Research update: closing in on the prize

    "So, how's the research going?"
    "Pretty well, thank you for asking."

    I've been party to this brief exchange, or a close variant of it, most weeks this year. It's usually originated by someone who knows me; or someone who has an interest in what I'm doing; or, someone who finds it odd that I stopped working a couple of years ago to investigate how boards influence performance. My response has typically been quite private—as above—without wanting to appear to be rude. That someone might actually be interested enough to listen to me wax on for a few minutes is an assumption I have wished to avoid, However, with the project now in its final couple of months and the write-up well underway, and seemingly increasing levels of interest in the findings starting to come from business people and academics, I've decided to write a weekly update from here on in. Please let me know if they are helpful or not. If you have a specific question, please post a comment below or send a note, and I will do my best to provide an answer. My goal, of submitting the completed thesis by Christmas Day, remains intact. It'll be tight—because work has an innate capacity to expand to fill the time available—but doable. 

    The thesis will be six chapters long. Two of the three longest chapters (Literature Review and Research Methodology) have been out for review for a couple of weeks now. Last night, I finished the third of the 'big three' chapters (Data and Initial Analysis, the chapter that contains a summary of all of the data that has been collected and starts to makes sense of it). The first drafts of the Introduction and Conclusion chapters are completed as well. The satisfaction of having broken the back of the thesis writeup was palpable. The remaining chapter is entitled Discussion and Theory Development. It will be somewhat shorter than the big three and, as the title implies, it will hopefully answer the question that I set out to address. So, it needs careful thought. Thankfully, I have a fairly good sense of what needs to be written, although the proof of whether I'm on track will come as the week progresses and the mixed bag of notes and sentence fragments congeal (or not!).

    However, there is hardly a cloud in the sky or a breath of wind in the air this morning. The sun is streaming in the window and a tui is happily calling from a nearby tree. So, I have decided to take the day off. My wife and I are going to visit a famous rhododendron and azalea garden, in our old car, with a picnic. The joys of Spring! No doubt we will chat about the real sense I have, of now closing in on the prize and of handing over the final draft so it can be examined. But one must not get ahead of themselves, for there is much to be written yet. 

    I'll keep you informed.
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    CEO pay: one in four think that time is more important the money

    The rather sensitive matter of CEO pay has raised its head (again) today. Stories of ever-larger packages have appeared in the news columns with metronomic regularity in recent years. However, change may be on the horizon. According to the findings of a new survey conducted by Strategic Pay, one in four CEOs would take a pay cut if offered other benefits, including more time with family.

    Clearly, some CEOs think that time is more important than money; that there is more to life than work.

    These findings suggest that the runaway train that is CEO pay may not be boundless after all, although some CEOs will dispute them, no doubt. However, knowledge of these results creates an opportunity for boards to initiate a much needed conversation—for the health of the CEO and the good of the company.
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    In London: available to speak, or for meetings, workshops et al

    My next trip to the London and Europe is just over five weeks away (10 Nov to 19 Nov), to speak at a conference and to attend meetings. I have some space in my diary, so if you think you might need some assistance with corporate governance or strategy and want to take advantage of me being in your area, please contact me to discuss your requirements. I am available to speak; run a workshop; discuss insights from my latest research; or address other corporate governance, strategy and business performance matters of interest to you.

    Available dates:
    • Mon 10 Nov: available afternoon and evening, in London
    • Wed 12 Nov: available morning, in Zagreb Croatia
    • 13–14 Nov: attending European Conference on Management, Leadership and Governance (Zagreb)
    • 16–19 Nov: available, in London, or surrounding cities and towns

    I look forward to hearing from you soon.
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    The Alternative Board: caveat emptor

    I have just stumbled across a new conceptualisation of governance, one that looks great on the surface but may actually be troublesome underneath. It's called The Alternative Board.

    The concept is that of "DIY governance", whereby owners and managers of small and medium businesses join a membership organisation to share ideas and provide support. Similar organisations abound in the market; BNI and Chambers of Commerce being two well-established examples. However, when one looks a little more closely, The Alternative Board has some unusual characteristics:
    • The organisation is actually a franchise business headquartered in the USA
    • press release issued today states that members "act as boards of directors for each other"

    Membership of an organisation that provides assistance and collegial support is a good thing, although prospective members may baulk when they consider that this is not a classical break-even membership organisation that exists for the good of the members. The primary motivation seems to be the generation of profits for the owners—that's why franchises exist after all. Owners of smaller businesses that utilise a partnership or sole trader ownership structure can decide what they think about this and whether the proposition delivers value or not.

    Stepping past this first point, there is a larger and potentially more troublesome question for those who operate their business as a company. Advisors that perform tasks similar to those of boards of directors can be deemed to be directors. As such, well-meaning members may, unknowingly and unwittingly, become bound by the Companies Act (and amendments) and the legal duties of directors.

    Given these characteristics, and the implications of them, my recommendation to owners and managers who are considering whether or not to become members of The Alternative Board is this: Do your homework first. Caveat emptor.
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    And so the CEO remuneration escalator continues...upwards

    The latest round of annual reporting in New Zealand confirms that the size of CEO remuneration packages are continuing to track upwards. Reports from SkyTVEbos and others suggest that the now well-established trend shows no signs of slowing down.

    The concept of executives (actually, all staff) receiving remuneration commensurate with their performance and the value they add to the corporation sits comfortably with me. However, the steady spiral upwards of CEO packages, at what seems to be an unchecked rate, may be the harbinger of a longer term problem: that any linkage between the package, actual performance and market forces is lost. If boards are truly focussed on the optimisation of performance in accordance with the wishes of shareholders, then boards need to ask the following three questions every year:
    • Is value being delivered by the CEO? 
    • What is the company prepared to pay for that value?
    • Are alternative CEOs available if the incumbent declines any package offered?

    I am sure that the first and second questions are being asked by boards: the evidence is in the packages. However, I suspect the third question gets much attention. If a board was exploring its options, the likelihood of being captured by the CEO (or their reputation at least) should be much lower. While easy answers are unlikely to exist, boards need to grapple with these matters, by asking and acting on all three questions. Until they do, the law of supply-and-demand is likely to prevail, and the upward trend is likely to continue unabated, possibly to the detriment of long-term shareholder value.
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    Hyundai: navigating along a pot-holed road

    The rather smooth road along which Hyundai has been travelling in recent years just got bumpy:
    • Yesterday, reports emerged of some rather shonky decision-making in the Hyundai boardroom, whereby a major land transaction was approved by the board, even though it did not know the ($10B!) price tag. The market reacted by stripped $8B off the value of the company's shares. Strike one.
    • Today, it was the workers turn. Over three-quarters of the workforce walked off the job, in protest. The union had been negotiating employment terms and conditions, and had been stonewalled by "cost issues". It now turns out the cost issues may have been related to the land transaction. Strike two.

    Claims (that the land purchase will enhance brand value) and counter-claims (that the Chairman wields outsized influence) are circulating. Whereas the company has performed well in recent times, things may not have been as rosy on the inside as they seemed to be from the outside. Clearly, Hyundai has struck a nasty section of potholed road. The board and shareholders face some difficult decisions:
    • Will the directors admit their rather large mistake and at least offer their resignations?
    • Will the management team, who successfully pulled the wool over the board's eyes, now respect the authority of the board?
    • Will the shareholders step in and shake-up the board?

    One hopes the shareholders, board and management might set their egos and inherent response (save face) to one side, to create and implement a plan to repair a now-damaged brand image. This nasty series of potholes will not be fatal to Hyundai's long-term prospects if the three parties act quick and smartly, and do so together as one. However, if they don't strike three may not be too far away.