The Better Boards Podcast Series

Climate change has transitioned from a distant environmental concern to a pressing business issue. The rhetoric between business and climate activists has hardened. Friends of the Earth in the Netherlands have sued Shell and are now in the process of suing ING. What should boards do? 

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses the thinking behind the move to sue ING Bank and learnings for boards with Donald Pols. Donald is the Director of Friends of the Earth in the Netherlands. 

 “We can and will manage to address dangerous climate change if all relevant actors contribute, including the financial sector.”
Donald is bringing the climate fight to boardrooms. He cites the reality of the regulatory gap as a key factor- He explains that while governments sign agreements and individual countries make pledges, large multinationals often have no one person or entity truly holding them accountable. Often, the financial sector operates in this regulatory gap, which is why he is using a lawsuit against ING to make an example as ING is one of the largest financiers of fossil fuels in the world, which gives it a unique opportunity to shape climate change impacts.

“It's time to start acting on all these initiatives instead of only talking.”
The first step in a democratic society is always a dialogue and a conversation, but Donald notes that conversations have happening for decades with no real progress. So, taking things to court is an intentional escalation. Donald sees going to court as part of the democratic process, which allows parties with a difference of opinion to get a judgment on those opinions. It also creates a way to close the regulatory gap. 

“If there's only one message I can give to your listeners, it is that climate change is not an ESG issue. It's a material issue.”
Donald feels that for boards to truly take climate change seriously, they must stop treating it as a side issue. It is a material issue that is crucial for the financial continuity of a company. 

“What we notice in our engagement with companies on a C-level is that climate change knowledge is lacking in general.”
In Donald’s view, acting on climate change starts with leadership from the top. Boards must make climate change a company-wide priority. Ideally, this will result in climate change being a fixed issue on the board agenda, whose importance influences policies not just for the firm, but also for suppliers and clients.

“The boards of multinationals that I visit are concerned with achieving and measuring impact. However, the way we measure impact is fundamentally different.”
As Donald sees it, most boards measure shareholder value. Firms in the activism and non-profit space, measure stakeholder value. For them, it is less about how much money is made and more about what noticeable changes are achieved and what societal support is won.

The three top takeaways for effective boards from our conversation are:
1.      There's a need to act to prevent dangerous climate change, and this need has become a new societal norm applicable to all corporate and financial institutions.
2.     Climate change is a material issue with fiduciary implications. Not acting in accordance with this responsibility already has and will have legal implications in the future.
3.     On a more personal note, you're a CEO, but you're also a parent and a grandparent. You're a board member, but you're also responsible for life on Earth, especially for your family. The discussions you have and the decisions you make daily will have an impact on the future of our shared planet. There's no profit on a dead planet. Act accordingly.

The board is a powerful asset for tech start-ups. Yet, since the interaction takes place behind closed doors, there is a lot of uncertainty about how the CEO and director dynamics play out. How open is the communication between both sides? 

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses tech start-up boards with Yael Benjamin,   Founder/CEO of research firm start-up Snapshot, and Tzahi (Zack) Weisfeld, Vice-President and General Manager of Intel Ignite, Intel's accelerator program. 

"One of the main conclusions of the research is the focus on communication, or we'll call it the lack of communication, and transparency between tech CEOs and their directors"
Yael research finds one of the biggest issues is communication. Some 61% of the CEOs say they're not fully transparent with their board. 

"The lack of transparency is leading to a situation where CEOs do not utilise the value of the board"
Yael's research finds the lack of transparency and trust leads to extra challenges and diminishes the value board members can bring.

"There's a difference between first-time founders and people trying to manage or work with a board for the first time versus the more experienced founders that have a better handle on the governance of their start-up"
Zack feels the experience is a large and underappreciated factor here, both on the side of CEOs and founders and also on the side of board members. 

"CEOs that are young and inexperienced need to get the right kind of mentorship"
Zack feels it is important for young and inexperienced CEOs and founders to find advisors who can be great sounding boards and resources for managing board situations. He feels consultants are not a good choice. 

"A great way to help first-time or younger founders is to have an independent board member"
As founders seek advisors, Yael's research shows that 60% of start-ups do not have an independent board member. 

"Investors overestimated the value they're providing versus what those CEOs said they're receiving"
As an additional consideration when looking at investors as board members, Yael's research finds there's a large imbalance in the perceptions of the value of advice and guidance. 

"The reality is that VC partners are often on too many boards" 
Considering Yael's data and his own experience, Zack feels an issue not often talked about is that VCs and investors are on too many boards. 

"When we talked about selecting your advisor, your mentor, you need to select a partner that's going to invest in you"
At times, the only thing a VC has to offer is their cash. This means start-ups need to look for someone else to serve in that mentoring or advising capacity very intentionally.

The top takeaways from our conversation are:
1.      Yael notes that a lack of transparency is going to prevent getting value from the board.
2.     Zack wants to remind everyone to choose your mentors, VCs, and board members as carefully as possible – with at least as much care as you would a co-founder or spouse.
3.     Zack would also like to remind CEOs and founders that they are in control of their companies, not the boards. While boards play advisory roles, the ultimate responsibility for managing the firm lies with the CEO.
4.    Finally, Zack notes when it comes to boards, mentors, and advisors, adopt a "help them help you" approach. The more friction you can take out of the process, the more likely you are to get the help you need from busy people.

Environmental risks make up half the Top 10 risks over the next ten years. Climate change remains one of the most urgent challenges confronting boards in their oversight capacity. How can boards improve their oversight of climate-related risks? And what does accounting have to do with it?

In this podcast, Dr Sabine Dembkowski, Founder and Managing Director of Better Boards, discusses how boards can improve their oversight of climate-related risks with Mike Mahoney. Mike is the CEO of the E-liability Institute, a global non-profit organisation advancing accounting upgrades to drive green innovation and reduce carbon emissions. In November 2021, Professor Bob Kaplan of Harvard Business School and Professor Karthik Ramanna from the University of Oxford published a prize-winning paper, Accounting for Climate Change, which is the foundation of the E-liability concept. 

"Let's focus on the fact that investors say climate change poses one of the largest sources of financial risk to companies and their asset owners"
Climate change has been discussed for years in the context of ESG and sustainability, but Mike says it remains a top risk for boards. Of course, risk is often the flip side of opportunity. Mike feels companies can develop and sustain advantages in how they effectively mitigate these risks or in how they help customers mitigate these risks. These are important strategic issues for management and boards alike. 

"As emissions continue to grow around the world, the current system simply isn't working"
Most companies use approaches to carbon accounting based on carbon disclosure requirements that aren't fit for purpose. To appropriately analyse and mitigate climate risk, companies need to precisely understand the carbon intensity of their operations and that of their suppliers. Instead, firms are leaning on estimates and industry averages, which can be highly inaccurate and introduce so much distortion as to render carbon disclosures useless. 

"There are six questions to answer about how the company and management are thinking about measurement and accounting of climate-related and emissions data"
Listen to the podcast and add the questions to your repertoire.

"With e-liability, instead of accounting for costs, we're accounting for carbon"
E-liability is an accounting algorithm that allows organisations to produce real-time accurate and auditable data on their total direct and supplier emissions and those of any of its products and services. It is a simple, open-source, free-to-use set of principles that can create an accurate and auditable total "cradle to grave" carbon footprint number. 

The three top takeaways from our conversation are:
1.      Climate risk is financial risk, and companies and their boards should manage it as such. Climate risk can be quantified, measured, and mitigated. It can represent a strategic opportunity for competitive differentiation as long as the company's claims for differentiation can be audited and are meaningful to its customers.
2.     It matters how a company does its carbon accounting. Management and the board need rigorous emissions accounting to understand and mitigate risks and seize opportunities.
3.     Everyone should learn more about how companies can improve their carbon accounting by visiting the E-Liability Institute (https://e-liability.institute/). The site has a wealth of information, including the original papers published Bob Kaplan and Karthik Ramana, and a chance to connect with the company to learn more and explore pilot adoption of this approach.

 Generative AI will profoundly impact how we work and how organisations operate. My podcast partner has said that it is the most dramatic change we have seen since controllable electricity. Yet, in our board evaluations, we see little about the systematic integration of AI in the agendas of boards. What questions do Directors need to ask in the boardroom?

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses the questions boards need to ask about AI with Professor of Management Practice at Harvard Business School Joe Fuller. 

"Companies are asking entirely the wrong questions"
Prof Fuller feels many companies are still asking the wrong questions. Too many firms look at AI as a super SaaS product. It's not, and that misunderstanding is limiting them in preventable ways. Instead of asking, "How can this make my current process more efficient?" Professor Fuller feels companies need to ask, "How do I build the processes to make the most of this technology?" That shift captures the astonishing breadth and potential of AI. 

"It's very important that boards and management go on a learning journey together"
According to Professor Fuller, management and boards need to work together to demystify AI for their employees. AI is the subject of a lot of spurious reporting and a lot of rumors. Worse, while some 60% of workers feel AI will change the world of work, only 25% of workers feel it will affect them. That's a level of disconnect Professor Fuller feels will catch many people by surprise.

"For a board not to be asking these questions and, through their dialogue with management, learning how to ask better questions, I think, is a rather important abandonment of their responsibility"
AI has many positive applications, but it also brings with it risks. Who owns those risks, tracks them, and is held accountable for them? Professor Fuller feels boards can play an essential role here, helping set up governance structures and models of use to protect and serve the company's operations. 

"If you have a lot of data, that's a huge natural advantage with AI. And so the question becomes, how quickly can I train that data?"
Professor Fuller feels success with AI has two parts – the amount of data available and how fast that data can train your AI into a useful state. Companies that use AI and keep pace with updates could end up with a permanent competitive advantage. 

"The skills we're going to be looking for will change as this technology becomes firmly rooted in business processes and provides management with the types of insights and data that were often unavailable to them in the past"
Professor Fuller notes that what companies will be looking for in top talent and for board members is changing. Responsive technology trained on historical data has the potential to replace traditional time-linked credentials and make tenure in a role less valuable.

The three top takeaways for effective boards are:
1.      AI is as important a development in business as we've seen in the last 200 years. It will drive a permanent, critical transformation as impactful as the steam engine or controllable electricity.
2.     It's changing rapidly, and while there is a learning challenge, companies have to view this as an unbelievable opportunity to create a competitive advantage. 
3.    AI is a very powerful tool. We hope it will be used for good but boards need to be mindful of what a powerful tool can do in the hands of bad actors, and guard against that risk where possible. 

What does good look like? What does it mean to lead an effective board? These are probably two of the questions I most often hear. In our board evaluations, we see vast differences in how Chairs and boards perform.

In this podcast, I, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses leading an effective board with Andreas E.F. Utermann. Andreas was appointed Chairman of the Board of Directors of Vontobel Holding AG in 2022. Previously, he led Allianz Global Investors. Beginning in 2012, he initially served as a co-head and Global Chief Investment Officer. In 2016, he became the CEO, a position he held for multiple years before transitioning into an advisory role, philanthropic, and external board work.

"The transition is greatly helped if you feel you've done what you need to do and what you thought you wanted to do as an executive"
While some executives struggle to move over to board work, Andreas feels the transition is much easier if you feel you've both done what you needed and wanted to do as an executive. 

"Getting transparent, honest feedback individually is super, super helpful for personal development. It's also really helpful for group dynamics"
On many boards, regular performance evaluations are still uncommon or held for later in a board member's tenure. Yet Andreas feels getting those conversations going right away is critically important for good governance, board futureproofing, and overall board effectiveness. So, as soon as he joined the Vontobel board, he helped initiate Board Evaluations in partnership with Better Boards. 

"If you want to be successful, you need to be a contrarian"
Andreas is aware this approach to board evaluations is a little contrarian. This is intentional. Andreas credits his training as an investment professional and his upbringing by his parents for giving him the instinct to avoid groupthink and work opposite to the crowd. To him, if you want to beat the market and be truly successful, your best bet is to do something different.

"Good chairs need to have a high EQ"
Being effective as a board chair these days requires a high EQ. Andreas notes that modern boards tend to be quite diverse, with strong personalities to manage. Along with this, Andreas feels good chairs must help create safe spaces for high-quality conversations. 

"The sequencing of board meetings is a significant part of a successful board meeting"
Before each board meeting, Andreas asks his assistant to block time so that he can reflect on the key topics that need to be addressed. Then, he works to organize the board meeting so that the most intellectually complex and emotionally intense conversations happen early in the day or first thing in the meeting. 

"Keep admin stuff to a minimum"
Another unique practice Andreas uses to keep his board meetings impactful is minimizing the administrative aspects. He feels board meetings should be focused on strategic discussion. So, Andreas uses a pre-meeting call to cover administrative details before physical meetings. 

The three top takeaways from our conversation for effective boards are:
1.     Be courageous. If you fail at first, try again, and keep looking at life as a learning experience.
2.    Be honest. If you're no longer passionate about what you do and are not learning anything, it's time for a change.
3.    Take time to reflect each day on what you're learning and experiencing, jotting down your reflections and insights so that you can incorporate them into your own continuous learning experience.

A crucial yet often overlooked aspect of board effectiveness: stories. Imagine a world where numbers and strategies come alive, painting a vivid picture of your company's future. When it comes to decision-making and leadership, how can compelling narratives inspire your board and drive tangible results? The ancient art of storytelling can be your modern tool for boardroom success.

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses the importance of stories with Jyoti Guptara, who excels in helping leaders align narratives with corporate culture, fostering an environment where stories become a driving force for organizational identity and strategic direction.   

"We really want to tell a story that can connect people, tell them what we're all about, and invite people to join us on that journey"
Why do many mission statements fail to change behaviour? Why do most change efforts fail? Jyoti says that when these strategic communications are abstract, they don’t connect with people. An important lesson for businesses and leaders is to tell a good story that helps transform abstract ideas, strategies, and mission statements into something graspable and tangible. 

"The larger the organisation gets, the more important the story becomes"
Jyoti says companies are struggling to convince people why they should care. This is true even at companies that have a fantastic mission and story. They are struggling to tell a compelling story, and this directly links to the issues that many firms are facing with employee engagement and community building. Storytelling helps create clarity around the mission and work of the company. It also creates the space for community connection and for building a powerful community around a shared mission and values. 

"There are different stories for different contexts"
To Jyoti, telling a good story comes down to telling the right story to the right people at the right time in the right way. This requires narrative intelligence, a skill that can be learned and honed with practice. Jyoti recommends thinking about where you're telling a story and why: your goal with the story. Different contexts require different stories. He says one basic principle he's found helpful is to think about story sizes. Some situations have space for a five or 10-minute-sized story. In other situations, you've only got 60 seconds. 

"Boards that do get storytelling right can be a lot more effective"
To Jyoti, it's dangerous for boards to overlook storytelling. Board effectiveness improves when storytelling is in play, and good stories can also help with board development and governance issues. On an individual level, having a good story can influence who is brought onto the board and who stays on the board. So, to Jyoti, people need to develop strong personal narratives that showcase their experience and expertise. Once a part of a board, the individual stories can help unite the group and build cohesion as everyone gets to know and appreciate each other. This is especially important in board situations where you are trying to bring together a group with diverse backgrounds and perspectives and meld that group into an effective unit.

The three top takeaways for effective boards are:
1.       People are not rational. Our default mode is to be emotional and rationalise after the fact. Remember this, and try to appeal to the whole brain by using stories.
2.     When people hit you with fact statements or statistics, ask them to reframe it as an anecdote to give a fuller picture of the situation.
3.     Practice telling stories every day. This will help you hone that tool in low-stakes situations so that you can shine in high-stakes environments.

Executive pay attracts attention and scrutiny as companies and society at large face the challenges of rising prices and interest rates. It is a true challenge to strike the right balance between executives and stakeholders. The big question is: How can companies strike the right balance?

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards www.better-boards.com, discusses executive compensation with Paul Norris, Senior Partner of MM&K Limited. Paul has over 35 years' of experience in executive compensation and advising on remuneration structures, policy, performance, and governance. 

"There's no doubt the role of remuneration committees and remuneration committee chairs has become more demanding"
Paul sees remuneration committees (RemCos) facing more demanding and more complex challenges than in the past. Why? It comes down to four key challenges. 
First, there's a much broader range of interests and objectives from a larger group of stakeholders to manage than ever before. 
Second, RemCos must pay attention to official regulatory groups and unregulated proxy agents nationally and internationally. 
Third, management succession planning is becoming more important. Paul sees a lot of scope and a good argument for mixing and blending the work of the nomination and remuneration committees. He feels this collaboration can bolster diversity and inclusion at the board and executive levels. 
Fourth, there's the challenge of solving the pay-for-performance equation. 

"What works well is being visible"
With so many stakeholders and interested parties to satisfy, Paul says the role of the remuneration committee is expanding. To fulfill that role successfully, he feels communication is key.  Good communication between the committee, HR, and the CEO and targeted communication with stakeholder groups.

"Don't report what you'd like to do, report what you have done"
Paul says what shareholders are looking for is clear reporting of actual results.  Clear disclosure opens the door for feedback from stakeholders, shareholders, and regulators, both in the public sphere and internally. Getting this feedback is vital for effective governance and compliance, too.

"There's a much, much greater use of ESG performance targets"
One trend Paul sees globally is linking ESG targets with executive incentives on a much broader scale than before. It's not just a trend in the regulation, though that's a part of it, but there's also great pressure from investors. 

Controlling the company story and crafting a consistent narrative is key. You want to tell a story both stakeholders and regulators can understand and be able to match your story to demonstrate progress against targets. 

"The money's got to come from somewhere"
Paul says there has to be a balance between financial and non-financial performance targets in incentive plans. He feels that there will continue to be a rising use of blended performance scorecards, where most incentive payments will be based on financial performance measures, and the balance will be made up of strategic and perhaps ESG measures. This ensures that companies can continue to thrive financially, as the money for pay packages must come from somewhere! 

The three top takeaways from our conversation are:
1.     Don't be afraid to ask the right questions. They may be difficult questions, and that's the point.
2.    Get on the front foot and tell the story! Engage with stakeholders and shareholders.
3.    Ensure there is a robust corporate governance framework to which both executives and non-executives have fully bought in.

We all have dreams. When we sit in our offices, we probably all wonder what life would be like If we made some different choices. In this 100th podcast of the Better Boards podcast series, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses the inspiring life of a Director with Paul Halpin, who, together with his wife, made conscious decisions while developing a successful business and serving on the board of multiple organisations. 

Paul is an accomplished Non-Executive Director and Chair of Audit & Risk. After 25 years at PwC in Europe and South Africa and eight years as an entrepreneur based in Mauritius, Paul became a portfolio Non-Executive Director. 

"One had to dream of the possibilities of working overseas"
Paul remembers entering the workforce in the early 1980s during tough economic times. Now, Paul looks back fondly on his "young dreamer" self, knowing how surprised that dreamer would be by the global path of his career. Paul counts himself fortunate to have secured a job with PwC that opened doors for him overseas. Yet, despite being a long-time partner in PwC, Paul says he wasn't satisfied. 

"There was an entrepreneur always trying to get out"
Paul is fascinated with business successes and failures, something he says his colleagues continually note about him. So, even as he rose to partner and built a robust 25-year career inside PwC, Paul says he always wondered if he could have a viable business life outside a Big 4 firm. In 2004, Paul had a unique opportunity to leave PwC. He recalls talking it over with his wife, and together they made a big leap – moving their young family to Mauritius.  

"After a successful exit, there's a natural inclination to step back… but it was also natural for me to work with other entrepreneur-led businesses"
Paul notes he is uniquely able to relate to entrepreneurs. This made being approached to be on his initial two boards feel quite natural and organic for him – he recalls there being no pressure about forcing it as a next step. 

"My work ethic, my hard-working time as an entrepreneur, was appreciated when I joined other people's boards"
Paul has a strong work ethic from his years at PwC. He also understands how to work hard in one's own business. His independence is also an advantage. Paul comes to boards as a financially independent player, free from encumbrances on his judgment. 

"The commonalities are greater than the differences"
Paul says that while everyone he works with comes from very different backgrounds, they have more in common as members of a board than one might expect. Their motivations are similar in terms of getting to the best solutions. He feels board effectiveness overall is enhanced by having top talent from a multiplicity of backgrounds involved and that rather than focusing on differences, his boards just get on with it in terms of problem-solving, evaluating strategy, and doing top-tier analysis.

"Most people I've met in the boardroom haven't gotten there by following a conventional path"
Paul says that while a board member's resume might imply they've followed a conventional path, most truly exceptional board members have a deeply individual story to tell. 

The three top takeaways from our conversation for effective boards are:
1.      Life is not a dress rehearsal. Focus on happiness in your life, which will help you in your directorships.
2.    A strong work ethic, while remaining focused on the strategy and the long-term, will earn the respect of your colleagues
3.    Always ensure you have a financial cushion to be truly independent in your board directorships.

One of the most frequently asked questions to Better Boards is “What does it take to be an effective Non-Executive Director?”  This podcast will shed some light on the topic.

In this podcast, Dr. Sabine Dembkowski, Founder and Managing Director of Better Boards, discusses how to be an effective Non-Executive Director with Marianne Loner. Marianne spent 35 years in an executive career in investment banking, commercial lending, and asset management in London, New York, Chicago, and Zurich with global organizations.  For the past 12 years, she has served on Boards in Latin America, the Caribbean, and Europe.

“Time flies when you are having fun!”
Marianne takes her work on boards very seriously but says there’s no doubt that after a long and successful executive career, it has been very enjoyable to bring her expertise to the companies she serves. She chooses to focus on emerging markets so that she can quickly make a visible difference with ESG and economic development in multiple countries.

“If you’re in one industry, you end up having very strong content”
Marianne says that while she works all around the world, by keeping her focus on one industry – financial services – she is able to be more effective. She can come into a company with a deep understanding of the regulatory frameworks, the competitive environment, and how firms can make the changes needed to innovate and be truly client-focused.

“No one country has a monopoly on best practices”
Marianne explains that governance and best practices can be very different between countries, which board members who stay in one region or country miss out on experiencing. Thanks to her global focus, she is able to make connections and see how different policies play out in different cultural and economic environments. This gives her a unique perspective.

“Have a clear idea of what you bring to the party”
To be an effective Non-Executive Director, Marianne feels that board members should have a clear picture of what they’re bringing to the role. How are you being expected to contribute? What role do you play in the dynamics of the board, in the decision-making, and in the company culture? Marianne recommends new Non-Executive Directors spend time actively listening and gaining an understanding of the company so that they can develop an effective personal strategy for influencing and shaping decisions, strategies, and tactics. 

“I read the entire pack, even footnotes!”
Board effectiveness depends on adequate preparation. Marianne has seen boards where members are not reading all the materials being provided, which she feels places them at a disadvantage in their contribution. For her, to be an effective contributor, it is vital to read every part of board packets, with a special focus on matters arising. 

“Hindsight is important for tackling issues that are still unresolved”
Marianne knows that the mandate for board members is to provide insight, oversight, and foresight. However, when issues aren’t resolved, hindsight can be useful, provided that the whole board meeting isn’t consumed by hindsight. 

The three top takeaways from our conversation for effective boards are:
1.      You cannot operate in a vacuum. To be effective, spend the time to build relationships with other board members and management.
2.    Silence does not serve the business. Have courage and stand up for what you think is right.
3.    To be effective, understand the details of the business but let management do their job so that you can keep a strategic focus and long-term viewpoint. 

The Board as a Team may be a surprising topic. Are Boards of Directors individuals in a group or a Team? If the Board is a team, who is on the team - the Execs, the Non-Executives, or both? The academic literature and practitioners are ambiguous about whether a Board is a team or not.

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses the concept of the Board as a team with Petri Hofste. Petri was for several years the No. 1 NED in the Netherlands (according to the independent analysis annually conducted by Management Scope). After a successful career as a CFO, she embarked on a portfolio career. She serves on leading organisations in the Netherlands. For her, it is vital that the Board is a team.

"A diverse Board means that in order to make it work, you have to work harder"

"The starting point is truly being interested in each other, as well as in the task at hand"

"Ensure that you focus on the right issues, and also ensure that you do not focus and do not discuss what doesn't need to be discussed"

"It generally works best if company secretaries really ensure to team up with the chairs"

"If you do not like being on a Board. If you do not feel connected to the other people on the Boards, how can you bring the best in yourself to that Board?"

The three top takeaways for effective Boards from our conversation are:

1.      A Board needs to invest in being a team. 

2.     Understanding where people come from and bringing forward the strengths of every individual as well as the strengths of the team is worthwhile. This investment needs to be on the personal and organisational levels. 

3.     Board members owe the companies they serve and society to bring the best out of each individual on a Board.

 When LGBT+ employees feel their employers aren't doing enough to support LGBT+ inclusion, many are prepared to look elsewhere for organisations that do. This is one of the many stark findings from Deloitte's recently released 2023 LGBT+ Inclusion @ Work report, which explores the experiences of more than 5,400 respondents across 13 countries through the lens of both sexual orientation and gender identity.  

The survey findings reinforce that when organisations foster diversity and demonstrate a commitment to LGBT+ inclusion, it can positively impact the lives and experiences of all employees in the workplace.   This is why boards need to recognise the importance of inclusion and move beyond lip service to ensure companies have the necessary strategies to ensure their organisations cultivate environments where LGBT+ employees and all employees can thrive. 

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards,  discusses the 2023 LGBT+ Inclusion @ Work report and why boards need to prioritise LGBT+ inclusion with Emma Codd, Global Chief Diversity, Equity and Inclusion Officer for the professional services firm Deloitte.   Emma leads the firm's strategy on gender balance, LGBT+ inclusion, mental health, disability inclusion, neurodiversity, and the development and delivery of thought leadership aligned to this strategy, including the annual 'Women@Work – a Global Outlook' report. In 2021 Emma was awarded Honorary Membership by the UK's ICAEW for her work championing diversity and inclusion of women

 Key statements

"LGBT+ inclusion and the willingness for people to be out in the workplace is a barometer for other aspects of inclusion"

"The survey shows us how important it is to LGBT+ people that their workplace is inclusive for them"

"If they are their true selves in the workplace, they're worried they'll be discriminated against, that they'll be harassed, they'll be disrespected, but then they're also worried about their personal safety"

"The importance of LGBT+ inclusion in the workplace is more important, according to this data, for Generation Z and millennials"

"One in 10 of respondents that experienced these non-inclusive behaviours said that they were exposed to physical aggression"

"Do you know how many of your employees actually are willing to give you their personal data in the first place?"

The three top takeaways for effective boards from our conversation are:

1.      This is important to your business.

2.     For one day try not referring to your partner by their pronouns to see just how difficult that could be for somebody who cannot be out at work, and therefore the impact on their performance.

3.     Understand that culture is everything, and doesn't just impact LGBT+ inclusion. It impacts everything - and boards have a responsibility here. Try and understand how your people are feeling, what they are experiencing, non-inclusive behaviours, and what needs to happen to deal with them properly.

So much of the global discussion of corporate governance focuses on the major themes – ESG, sustainability, stakeholder rights, executive pay, and government regulation. Yet corporate board members on the boardroom front lines often wrestle with basic but crucial issues of "boardsmanship." How do the well-meaning, part-time amateurs on a board meaningfully direct and monitor a complex business operated by full-time professional managers? Are we demanding more tactical oversight from boards than they can realistically deliver? Has the "Board of Directors" model become a dangerous anachronism?

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses governance with Ralph Ward, who is an internationally recognized speaker, writer, and advisor on the role of boards of Directors and the future of governance worldwide. He is publisher of the online newsletter Boardroom INSIDER, the worldwide source for practical, first-hand advice on better boards and Directors, and he also edits The Corporate Board magazine. He is the author of six books on boards and governance.

Key statements

·        "The corporate board model is the worst way of monitoring a large enterprise, except for everything else we have tried"

·        "Small adjustments can yield significant improvements"

·        "Work with the company secretary and their staff, who are the ghosts in the machine"

·        "One of the leakiest areas for online security and data theft are the outside board members; they're a loose cannon"

·        "Intelligent, savvy people know what they're doing, but the Board of Directors model collectively makes them dumb. It makes it difficult for them to come in, hit the bricks running, and know what to ask"

·        "There is very little training on how to be an effective board member and there is almost none on how to be an effective board leader, a Chair - and that's very dangerous"

The three top takeaways from our conversation are:

1.      Being on a board is not the ultimate feather in the career cap. Check whether you know what you're really getting into and are ready to take on the commitment, liability, and regulatory dangers (especially for a major public company).  

2.     Ensure you have the time to commit. People at the corporate level on a Board of Directors are good time managers, yet they always underestimate the time and effort involved in taking on a board role. Take whatever seems like a reasonable amount of time - and double it.

3.     Keep communication. Please do not leave the board meeting and not think about it until you get ready for the next board meeting. Assume once you're on a board, it's one more job you'll have to weave into your busy schedule.

Please contact sabine.dembkowski@better-boards.com for a copy of the full-text blog

The boardroom is a desirable place, and after a successful Executive career, many wish to embark on a portfolio career and serve on boards. What does it take to make it in the boardroom? 

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses making it in the boardroom with Imran Saleem. Imran is a Partner with Egon Zehnder in the Middle East and the Office Leader in Dubai. 

"It depends on either the experience or the wisdom that they bring to the table"
Imran explains that Egon Zehnder places individuals on boards globally according to client needs. Their selection process focuses on two groups. The first group consists of individuals with specific qualifications or high-in-demand characteristics. Individual experiences and wisdom characterise the second group of people. Imran explains how individuals with relevant experiences as CEOs or CFOs bring a lot of credibility to boards with their strong financial acumen, understanding of risk, and broader strategic knowledge. They are well-suited for roles such as Audit or Risk Committee Chair. 

"The process of narrowing down candidates from a long list to a shortlist isn't always driven by logic"
 In his 16 years with Egon Zehnder, Imran has learned that various factors influence decisions when narrowing down a long list of candidates. It is not always logical and can include factors such as the candidate's representation on paper, clients' perceptions and feelings towards a particular company, and their understanding of its operations. Imran believes it is an art form. Individuals are included on the long list because there is faith in their potential to deliver. Egon Zehnder is responsible for advocating for them to make it to the shortlist.

"They need to help the management look around corners."
Imran points out that different boards may have different success factors and requirements based on whether they are a family board or publicly listed. However, he believes that incoming board members need to develop a reputation for asking good questions. Effective board members should look for ways to help the company avoid traps and anticipate challenges. They should encourage management to think big and be ambitious. They should not provide all the answers but offer guidance and allow management to develop their solutions. 

"The demand for good board members is extremely high"
Imran explains that they often look for board members from FTSE and DAX, but it is not just about where the companies are listed but also how they operate. For boards in the Middle East, board members from global companies with experience in emerging markets and different geographies are most sought after.

"Companies should not hire a board director when a consultant or advisor can fulfil the role"
Imran outlines the Egon Zehnder view that companies should not hire a board director when a consultant or advisor can fulfil the role. Specialist insights can be obtained through advisors, managers, or by creating an advisory board, and the main board should consist of individuals who can contribute to a wide range of topics rather than being focused on a specific area. 

The three top takeaways for effective boards are:
1.      Make sure you practice good judgment. Good judgment always comes into play whether a board is looking for a board member or aspiring to be board member.
2.     Bring curiosity and insight to ask the right questions versus giving answers.
3.     Always hire to contribute to a broader board across various topics and hire consultants where specific expertise is needed.

The landscape of employee relations is changing, particularly in office environments with flexible working. There are many different opinions about how organisations should approach their policies while representing their employees' diversity. The subject of employee engagement sounds simple, but is it?

In this podcast, Dr Sabine Dembkowski, Managing Partner of Better Boards, discusses employee engagement with Louise Hardy and Kevin Maguire.  Louise is Non-Executive Director at FTSE 250 company Crest Nicholson, where Kevin Maguire is General Counsel & Company Secretary.

“There really is nothing like sitting in a room with people”
Louise opens by saying that boards get a lot of data-driven, paper-based information about how employees are feeling and thinking, from surveys for example.  But nothing beats having these conversations face-to-face to tease out critical issues.  Kevin points out that employees are key stakeholders in a board's deliberations, and there is more than one method of employee engagement that satisfies the corporate governance code.  They have both found that a designated Non-Executive Director approach with employee meetings is the best for board effectiveness.

“Don't manipulate who attends”
Louise explains that at Crest they have established visits to all regions, business units, and head office, aiming to engage with a diverse range of employees. In her view, it is crucial to include representatives from different departments, workgroups, and stages of their careers to enrich discussions.  

"The more you get people to open up, the more others will open up”
Louise outlines the “house rules”, which are seldom altered.  She initiates each meeting by emphasising the freedom to express oneself and explains they are conducting a comprehensive review to identify common concerns.  These collective issues are what will be presented to the executive team and the board.  A significant part of the process is the atmosphere in the room, and she aims to foster an environment that naturally helps people to be comfortable and speak up.  

“Treat the employee engagement subject like a board committee”
Kevin explains how the role of the Company Secretary can differ from one organisation to another, but as Company Secretary at Crest he plays a crucial role in ensuring corporate governance and code compliance, and that the chosen engagement method meets these obligations.  Company Secretaries can also provide additional input and guidance as needed, as their role extends to sequencing the outcomes of these meetings into boardroom discussions and the boardroom agenda.  

“Information is just information, you do need to do something with it”
Louise explains how she and the HR Director have established a reporting structure.  They conduct 3-4 meetings annually, covering all regions twice, for a total of 8-9 meetings.  During these, they identify the main topics. After the sessions, they both review all the issues and identify the top 5 or 6, which are usually the most significant. These key issues, along with recommended actions, are presented at the board meeting.   

The three top takeaways for effective boards are:
1.      Do not put off getting started because it is so beneficial and really worth the time and effort.
2.     It becomes easier if you start small and then build up from there, so you will quickly find a rhythm that's going to work for your organisation.
3.     It's not that difficult talking about the tough subjects - they come up in the natural course of the discussion, so it is quite easy to get those aired.

Risk identification, ownership, and monitoring sit at the highest levels of organisations and are the ultimate responsibility of a firm's board of directors. We hear much about ESG but focus on the E and S acronyms, i.e.,  'environmental' and 'social' aspects. However, risks arising from the 'G' – governance – should be at the forefront of directors' minds. But what do we mean by the term governance risk, and how can it be effectively managed? 

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses managing governance risk with Liz Lynxwiler, Company Secretary at Brightwell Pensions. 

"One of the key governance risks is around decision making"
Liz explains that the first step is to define what governance risk means for your organisation. In her experience, one of the key governance risks is decision-making and unclear roles and responsibilities. One of the main benefits of a robust governance structure is to ensure that boards maintain sufficient oversight of management and the business's day-to-day activities.  Boards need to ensure the right controls are in place to mitigate the likelihood of any risk developing, and governance professionals, in particular, act as one of the most important controls around governance risk.  

"It's very easy to hide key information in a 30-page paper"
Liz believes that one of the key things is the natural information asymmetry between the board's non-executive and executive directors. A non-executive by proxy is not involved in the business's day-to-day activities, so they need to lean on their governance teams to ensure management information provided for meetings is on time, clear and concise. 

"Board Papers are a sticky issue, regardless of how much is written about them"
Every company secretary and director Liz speaks to agrees that board papers are a key issue. Simple things like executive summaries are key. Brightwell has done a lot of Report Writer training and treats the executive summary as an elevator pitch with only a minute or two to get key points across. They also take time at the end of meetings to reflect on the meeting itself and the management information. 

"In reality, the risks are owned by everyone"
Liz believes that governance risk is one of those rare risks jointly owned between the first line and the board. In the division of responsibilities, executive management should monitor and manage the risks regularly and escalate them as appropriate. 

"It's our responsibility as governance professionals to monitor what the board needs and to work with the business to make that happen"
Liz explains that sometimes there will be topics that need training on, particularly areas around corporate governance changes, but governance professionals act as a facilitator between the business and the board. 

The three top takeaways from our conversation for effective boards:

1.      Be open.
Feedback is the breakfast of champions, and sometimes it can be difficult to receive feedback on processes or ways of working that the business has spent a long time building up. But one of the best ways to build trust and strong relationships with the board and other stakeholders is to really listen and take action on areas that might need improvement.
2.     Don't shy away from being bold.
If there is an opportunity to be more efficient, take it. Just make sure there are clear parameters and adequate checks and balances around any delegations.
3.     Trust your governance professionals, who are there to give boards and management impartial advice on how best to maintain the integrity of the governance framework. 

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses Deloitt´s Women @ Work report and what it means for board members, leadership, and anyone working to drive change and achieve true gender equity in the workplace with Emma Codd, Global Chief Diversity, Equity, and Inclusion Officer for the professional services firm Deloitte. 

"The findings are deeply concerning when it comes to the actual ability to attract and retain women"
Emma starts by highlighting that the third Women@Work report is representative across 10 countries and 5000 women within the workplace in Australia, Brazil, Canada, China, Germany, India, Japan, South Africa, the UK, and the US. Results were "deeply concerning". Many countries have targets or quotas for the representation of women on boards, and data shows that diverse businesses perform better, but to meet those targets, you need to attract and retain women.  

"That is an improvement, but I hate using the word improvement because it feels wrong to be using it when the data that sits under that is still so concerning and is still so poor"
Emma describes how last year, the report found some deeply concerning data around three areas - burnout, non-inclusive behaviour, and hybrid working exclusion. Things have improved this year in these three areas, but Emma emphasises this improvement is from a very poor position. 

"These women are encountering these behaviours, and under half of them are actually not reporting it to anybody"
Emma explains that non-inclusive behaviours are microaggressions or harassment. Microaggressions are often unintended, seemingly small behaviours that exclude an individual. They include jokes at someone else's expense, comments about how you identify, etc. The challenge is that while these may be unintended, they can deeply impact the individual, particularly when it happens for a prolonged period. 

"The challenge, though, is that you when you don't know if there are a low number of reports, you don't know if that's because people simply aren't reporting"
Emma notes that the top reason for not reporting is that women didn't feel it would be seen as serious, or that it was serious enough to warrant reporting. That has to stop. Usually, the relevant executives, such as the Chief DEI officer, should be in front of the board regularly and disclose how many reports of non-inclusive behaviour there are. When things go horribly wrong, people often go to the media or onto social media because they feel this is the only option left to them. 

"For over half of the women, we polled their mental health is a top concern"
Mental health and issues around menstruation and menopause are impacting women in the workplace, Emma says. From a mental health perspective, the data last year was so high that despite that improvement, it is still deeply concerning. Mental health was a top concern for over half the women polled. Around a third are burnt out, and their stress is higher than a year ago. Emma describes one worrying issue that has significantly worsened from last year – the term "always on." Only a third of the women polled said they feel they can switch off from work.

The three key takeaways for effective boards are:
1.      Gender equality is a matter for boards. This is not something that is a "nice to have" but a business imperative.
2.     Look at the results and data of the report, as within it are a small number of women that work for companies getting it right.
3.     The report provides the insight needed to ask the questions you need to ask within the organisation and make sure that you are able to make those targets and quotas.

AI and generative AI are capturing the headlines. We know it will bring an era of rapid change, new opportunities, and new risks. Existing security protections against spoofing and phishing are now vulnerable, and employees are wondering what it all means for them. Developers of Generative AI are acknowledging the risks. So what should boards and directors be thinking about all of this? And more importantly, what should they be doing?

In this podcast, Dr Sabine Dembkowski, Founder and Managing Director of Better Boards, discusses the implications of AI with Karen Silverman. Karen is a member of the World Economic Forum's Global AI Council, a member of McKinsey's External Technology Council, and an advisor to the Business Roundtable.

"It needs to get put on the agendas as a deliberative item"
Karen starts by explaining that there's a lot of talk and inquiry from both the board and management. At the existential level, these technologies (and particularly the newest) are likely to impact cost structures across the business dramatically. How we value and pay for expertise and automate repetitive processes will change. If the issue is not on the agenda yet, it needs to be put on those agendas, not as a reported item, but as a deliberative item. 

"Start giving them access to resources, both internal and external"
Karen says that the first thing boards can do is start giving themselves and others access to resources and have someone keep an eye on technology. She notes that it is tough to keep up at a broad landscape level, but which technologies will impact the business needs to be identified. 

"The rates of uptake create some urgency, but also it's creating a level of anxiety"
Karen feels the urgency around AI is a by-product of how quickly these new technologies are coming online and being integrated into workflows. Rates of uptake create urgency but also create a level of anxiety that needs to be dealt with, whether this is warranted or not. 

"This belongs in the category of strategy and risk management as much as it belongs in the category of compliance" 
Karen believes that boards need to 'lean in' to the issue. It needs to be on the agenda without waiting for management to decide it needs to be there and add it. Boards need to lean in and ask questions about where these technologies are being used within the organisation, for what purpose and to what end, and what is being done to defend against foreseeable risk. 

"Every industry is struggling with this in some way"
Karen advises that to avoid being overwhelmed, boards take a step back and hear the various reports from the CFO, the general counsel about data protection, and also the report about AI. They need to ask who is accountable within the organisation for that AI report and ensure they hear it.

Karen believes boards are not always well served by management and that these issues intersect and impact one another.  Therefore, she feels boards and management need to integrate better. 

The three top takeaways for effective boards are:
1.       AI promises ease and efficiency, but it requires (particularly of leadership) a heavier cognitive load and more thinking, work, and questioning. Lean in to the change.
2.       Consider how the values of the organisation are going to align, and guide it through periods of surprises, creating space to both deliberate and become educated.
3.       Stay curious and expect change. Part of what is holding people back is processing surprise, and they need to get beyond surprise to real leadership. There is a huge role in setting the tone, capabilities, and capacity of employees and customers to manage this change.

It is well-known that the track record for successful acquisition is poor. All kinds of studies with different methodologies generally point to the dangers of acquisitions, some claiming that as much as 70% of deals underperform. So, if the stats are generally correct, this would seem like a massive risk for those governing the enterprise. How do they beat the odds and avoid becoming another statistic of value destruction, by presiding wisely over transactions?

In this podcast, Dr. Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses this issue with Dr. Dean Blomson, a highly experienced strategy and transformation advisor. 

"Failures during an aquisition' are often directly attributable to the lack of priming and the lack of preparation"
Transactions can fail before, during, or after acquisition. Dean relates that most failures before and during the acquisition phase can be attributed to a lack of preparation.  During the transaction phase of the acquisition, the causes of failure are also prevalent. Dean points out that once a transaction is flowing, specialist firms are often appointed. Dean believes the management of these firms requires a mature, sophisticated executive team and a board working closely to ensure they get cohesive advice. 

"Rush the due diligence, and you end up stepping on a whole lot of landmines afterwards"
Dean explains there are several reasons for failure during the deal-making stage of the acquisition. 

•  Firstly, a lack of discussion between the board and executives about the 'go' or 'no-go' decision gates
• Secondly, and typically, the due diligence is not properly structured and/or is superficial and rushed
• Lack of coordination with and input from internal teams at the right time, catching them by surprise. 

"There's what I call a conspiracy of silence…"
Dean outlines how the causes of failure reside in the earliest stages, but issues can still arise post-acquisition. Significant cultural mismatches that were not anticipated come to light, or the integration efforts start late or are not well-coordinated, or are bungled. He notes that management, or even the board itself, can lose focus in the post-transaction phase. He warns that if it is felt that the transaction is marginal, there is sometimes 'a conspiracy of silence' on the benefits' reporting and integration progress. 

"What is it that we're looking for?"

Dean outlines three key areas for boards to pay attention to:  

• Clear upfront strategy
• Early preparation and planning
• Proper understanding of culture. 

"Proceed with caution. That's one of the things that boards need to do continuously"
Dean repeats that boards need to have justifiable confidence that the executive has prepared and planned well. One thing that stands out for him about the best-performing boards is that they recognise that practice makes perfect. Starting small and learning from all prior transactions with the executive team is important. What worked, what didn't work, what could have been done better? It becomes a deliberate capability-building exercise. 

The three top takeaways for effective boards:
1.      Be prepared. Do the foundational thinking and preparatory work
2.     Be disciplined, follow a process, and stick to the plan. If you said you're not going past the stage gates, or this is a non-negotiable criterion, you need to stick to it. Of course, plans need to be flexible, but if necessary, understand why you need to move away from the plan.
3.      Be challenging, your individual and collective thinking. 

Transferring a family-owned enterprise to the next generation raises complex and emotionally charged questions. A Chinese proverb states that "wealth shall not pass three generations." The first generation builds wealth, the second manages it, and the third generation destroys it. 

In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses the role of the next generation with Martin Roll, a global expert on family business and family office topics and a world-renowned C-level advisor and business school educator. He mentored over 650 Next Generation Family members and understands what keeps them awake at night. 

"Next Gen X-ers can bridge past, present and future"
Martin introduces how the combination between family and business is unique. The family brings values, legacy, passion, entrepreneurship, and, first and foremost, very personal involvement to a business. He believes that the next generations in family-owned enterprises can play the roles of change agents and have three distinct roles to play. They can work in the business, serve on the board (or supervisory board) and/or become a responsible owner. Naturally, these different roles can change over time, and often someone might start to work in the business when young, later serve on the board, and eventually be an owner of the business, for example. But Martin notes that involvement needs to fit with their personality, skills, and interest because this is a long-term commitment. 

Overall, he believes the role of the next generation is renewal, and to be the voice of the new generation, modern customers, and competition. Next-generation leaders should question the established norms and structures, but he cautions that coming in, you do not need to create a revolution in the firm but to ensure constant renewal and fit for purpose.  

"Make sure you clean up the shop in every generation, don't pass on the laundry"
Martin believes bringing Next Gen family members into the business starts with creating the invitation to join or to be involved. This can be difficult, with different expectations and possible tensions across generations. 

He notes some stumbling blocks for the Next Gen, such as their mandate, role, authority, and autonomy. He cautions that the issue of when to step aside and a retirement date can be very difficult for seniors. Only 15% of family businesses worldwide have a plan for succession in place, and yet it takes at least 5-7 years in most cases to do succession. This is where boards have a huge role in mediating, asking sensitive questions, guiding, and nurturing succession over time. 

"Outside directors on family business boards have a huge role to play"
Martin outlines the role outside directors have as directors of all generations - not only the senior generation on the board but also the younger generation coming in. They can provide mentorship and facilitate, creating a formal and informal relationship with the Next Gens entering new roles. 

The three top takeaways from our conversation are:
1.       Succession is one of the most complex matters in a family-owned enterprise, so planning should start early to ensure the next generation is in place when needed and desired.
2.       Remember that next-generation members bring renewal, so directors can influence how to integrate them, onboard them and help to mentor them.
3.       The next generation brings continuity, and they are the ones that will make sure the legacy carries on. The board should help the long-term competitiveness and relevance of the family-owned enterprise and help to unlock that passion.

So much is written and said about what it means to be an effective Director. However, most are with listed organisations in mind. We aim to readdress the balance with this three-part podcast series on family-owned enterprises. In the first episode, we looked at “The role of boards in family-owned enterprises”. In this episode, we will focus on how to become an effective director in family-owned enterprises. 

In this podcast, Dr Sabine Dembkowski, Founder and Managing Director of Better Boards, discusses this issue with Martin Roll, a global expert on family business and family office topics, and a world-renowned C-level advisor and business school educator. 

“As much as you can observe governance, it's a little more irrational in nature”
Martin begins by pointing out that being an independent Director on a family business board is the same as being on a listed board, but a few things need to be viewed very differently.  Most important is to recognise that in family-owned enterprises more emotions are involved and therefore governance can be “a little more irrational”.  

“You need to care for the business family and the legacy”
Martin explains that an outside Director needs to be motivated, enjoy the industry, and have the right fit and skills, but also to have some kind of chemistry with the family.  The advice given to the board may be different than to a listed board, as a family business board needs to take a more long-term view, because business families often have an intergenerational time horizon, whereas on listed boards the view is weeks, months, or quarters.  

“I’ve got a title like God, I'm sitting on the board”
Martin explains that the initial fit of an external Director to a family board must be done in a professional way, with proper due diligence.  With more emotions involved, external Directors may become more entrenched in family and succession.   He cautions that there are possibly also cultural differences, such as gender, or status issues (“I got a title like God, I'm sitting on the board”) and informal influence. 

“You will very quickly potentially get sucked into family matters”
Martin explains that not only does an external director bring good practices and their own experiences to the table, but also high ethical standards and integrity.  But also, with close proximity to the family owners of the business themselves, one may very quickly get sucked into family matters, even personal or very intimate ones, so it is necessary to keep an arm's length relationship.  

“Be attentive to but not biased by the business family and the business family matters”
Martin makes the point that external Directors may find themselves working for potentially a very wealthy, very influential, maybe even a very famous family - and doing it in the local society, region, or country.  This can be intimidating.  But an independent Director is independent, and must bring an outside perspective.  

The three top takeaways from our conversation are:

1.      Independent directors bring huge value - governance structures, best practices, industry experience, and a life outside the family business.
2.     The influence of the business family, the complexity, and sometimes navigating tensions and emotions is the fun part of it.
3.     Entrepreneurship is deeply embedded in family enterprises – it is why they are successful, often across generations.