Be expert in CEO evaluation.

AuthorRoche, Gerard R.
PositionChief executive officer - Putting In Place the Right Board for the 21st Century

Future directors must become more disciplined, skilled, and courageous in ensuring that competent leadership is in place.

SO MUCH HAS BEEN WRITTEN about the dramatic changes happening in the boardroom that even a Tibetan monk would be aware that the next generation of directors will be a different breed. Almost every governance authority, from Peter Drucker to Ira Millstein, has written on this subject with greater illumination and depth than I can offer. But it is clear that board members in the next millennium will:

* Be more independent from the CEO and "old boys" network ties.

* Be held even more accountable to shareholders, employees, customers, and the society that supports them.

* Have a more global outlook.

* Have greater operational muscle.

* Contribute to increased diversity and balance in the board's functional experience, geographical span, race and gender.

* Pay more attention to top management's, as well as their own, compensation with stronger correlation to performance and with more emphasis on equity than ordinary income.

* Review each other's performance as board members, and become more imaginative and creative in retiring directors with dignity and sensitivity who are no longer contributing.

* Be more in tune with the m&a world.

* Be deluged with a Niagara of information, putting massive demands on their ability to sift, sort, and determine the critical issues.

* Be more comfortable with a fast moving, warp-speed world of change.

* Be even harder to attract.

Is there anything on this list you haven't already read or seen coming yourself?.

Nevertheless, in my view, the single most critical factor needing passionate, laser-like attention in the boardroom today and tomorrow is and will be CEO performance evaluation and succession. Nothing else even comes close.

Several respected governance authorities claim that ensuring competent management is in place is the only responsibility of the board. If effective, responsible leadership is in control, they say, everything else will flow positively. If not, no amount of overview, policies, procedures, committees, or meetings will do. This may be an oversimplification but the fundamental logic is irrefutable.

Further, my experience indicates that this most important board responsibility is taken too much for granted. We are among the world's most sophisticated practitioners of management evaluation processes. But the higher up the ladder we go, the more informal and casual this...

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