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    You cannot comply your way to great outcomes

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    I am a 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, my eyes were opened to new possibilities while living in the United States: I discovered business and technology. That, and, more generally, my innate curiosity led to a decision to study software engineering, manufacturing systems and management. A career in product development, project management, international business development and leadership followed, and, later, in 2001, a rather significant decision to leave paid employment, to serve others directly. 

    Today,  25 years on from that decision, I have had the good fortune to study, travel, and contribute in a variety of ways including serve on the boards of over 20 private and family businesses and social enterprises; advise and educate thousands of boards and chairs on five continents, and regulators and governments as well; deliver hundreds of keynotes and talks, on stages large and small; and, quietly, research boards and their impact on business outcomes.

    None of this makes me special—but it has made me who I am. 

    Along the way, 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?
    • 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?
    • 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.

    I have been told I'm an outlier on some matters. That may be, but am I the only person who thinks like this?

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    Learning from our experiences

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    In these first few days of June, I have been pondering the photographs I took in May (together, my Mundane May project). My motive was plain: to photograph a scene or object each day in May, post the images with an open mind, and see what happens.

    The exercise was a test of sorts, to see whether I could establish and sustain a new rhythm, without preëmpting what might emerge. My hope was that I would become more observant, especially of things and situations in the periphery or out of sight. That was realised. But, I seem to have become a little more patient as well; my innate curiosity, which has languished in recent times, has been rekindled too. All of this is gratifying.

    Then, yesterday, a postscript emerged. While cataloguing the final few photographs, I looked at some older images. One, captured in October 2023, seemed to levitate over the screen. I stared at it for quite a while, and let my thoughts wander.

    The photograph captured one section of the Rococo library, which is located in the Abbey of Saint Gall. The library is the oldest in Switzerland and one of the oldest monastic libraries in the world. It houses over 170,000 religious documents, many of which are over one thousand years old. Several artworks are displayed too, and a sarcophagus to boot.

    Staring at the picture reminded me of time spent on the parquet flooring, exercising my senses in the company of my dear friend, Riccardo (from Lisboa). I was inspired awe-struck by it all. As we moved about that day, quietly, and studied various items and explanatory notes, many questions came to mind. What might the authors have been thinking when they wrote, what did they eat, and who were their patrons? Did they ever dream their contributions might still be preserved hundreds of years later?

    Recalling that visit to Rococo helped encapsulate my thoughts about the Mundane May project: We know far less than we think we do.

    At first contact, it is easy to draw conclusions, especially if quantitative data is available. But these are often an illusion. As we think more deeply, we realise the world around us is dynamic; things change, often in unpredictable ways. Understanding in such situations relies on reasoning, intuition, and judgement. And, for that, qualitative data is necessary.

    Indeed, what seems to be so at first may not actually be so.

    Context matters.

    The parallels with board work are stark. If I have learned one thing in the past 25 years serving as a director and advising boards, it is this: look beyond what can be seen, and hold options lightly. Validate what is reported. Strive to fill gaps by asking good questions and listening intently to the responses—before making a decision.

    That none of us knows it all should be self-evident. That being the case, why do so many leaders, directors, and consultants continue to assert deterministic answers, best practice models, and 'ideal' structures, as if they exist and acting on them will deliver a prescribed outcome?

    Wittgenstein's maxim is ringing in my ears.

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    Riccardo and me, chatting on a bench seat at the St. Gallen station, awaiting the train to Zurich.

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    Mundane May: NZST, all week

    May 17th–23rd: Familiar territory—living on the land of the long white cloud.

    To see earlier pictures: May 1st–2nd, May 3rd–9th, May 10–16th.

    May 17: Left, only.

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    May 18: Announcing one’s arrival.

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    May 19: Afternoon [de]light

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    May 20: An early-morning chauffeur-ride to client engagements, for the third day in a row.

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    May 21: Autumnal hues

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    May 22: Ah, those long white clouds…

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    May 23: What picture are you in: Life? Work? Play?

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    Mundane May: one week in

    May 3rd–9th: A week characterised by movement and thought. What drives you?

    To see earlier pictures: May 1st–2nd.

    May 3: On the move, under a watchful eye

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    May 4: No, just no.

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    May 5: My name is …?

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    May 6: For what purpose, and when?

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    May 7: Cables and converters … “life support” while travelling

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    May 8: Taxi!

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    May 9: Even disguised, the answer is apparent, n’est-ce pas?

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    Reading, to refuel the heart and soul

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    The end of 2025 is nigh, which means that time of the year when many folk take stock and ponder the future is upon us. Some people use the time to scrutinise the year past closely and make resolutions, some pause and ponder, and others hardly blink. While the idea of New Year resolutions leaves me cold, I do think about my quest to become a better person. And, with it, I usually select a few books to read during the year ahead. For me, reading—typically, long-form books (hard copy, not on-screen)—is a valuable means of relaxing, reflecting, refuelling, and exercising my cognition. If the insights gained are useful in my work-life as well, that is a bonus. 
    This year, I have selected six books from my shelf, to tackle alongside a slow-reading project:
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    My slow-reading project? Tolstoy's War and Peace. I intend to read one chapter a day, for 366 days.
    If you read, would you mind sharing what you have ahead of you, to inform my future choices?
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    Navigating fog: The board as your compass

    I had the very good fortune to be in Boston recently, a brief visit to respond to a couple of enquiries ahead of the main reason for visiting the US East Coast, which was a keynote contribution at the International Corporate Governance Network annual conference in New York. When told Thomas Doorley III, the founder and now emeritus chair of Sage Partners, of my travels, he was quick to suggest we should meet up.
    Tom is a generous man. We have known each other for nigh on a decade now. I always come away from our conversations feeling enriched having sat with him and listened. So, when he spoke of his new project, a podcast series entitled, "Navigating the fog of change", and asked if I would sit with him, an affirmative response came easily.
    Our conversation, which explored the role of boards in times of great change, including the critical 'compass' role, is now available on the Sage Partners' YouTube channel.
    I'd be gratified if you would listen in. It'll cost you 29 minutes, that's all! And, once you've listened, if you have questions or comments, please feel free to reply below, or get in touch with Tom or me