CHARLES ZIMMERMAN, D.MIN.: INDEPENDENT DIRECTOR: Univest, Clemens Family Corporation.

As a lead director and governance committee chair, board composition and development and director recruitment and succession are always on my mind.

ESG and DEI are hot topics in every public company boardroom these days, and they should be. But we must not focus so intently on the regulation trees that we lose sight of the board composition forest: balance. In fact, board balance is a crucial component of governance and diversity.

Balance is defined as a state in which opposing forces harmonize. Opposing forces may be too strong to describe the typical public boardroom, but there certainly are competing concerns and very different personalities around the board table.

In my experience, the highest-functioning boards are boards that are balanced. There needs to be a blend of people with different perspectives and informed points of view, and they need to feel empowered to express their thoughts openly.

Board development is part science and part art. There are certain skill sets, experiences and expertise that must be represented on your board, and these are quantifiable and measurable. Other qualities and characteristics take wisdom and informed intuition to ascertain and evaluate.

These are a few qualities and characteristics that should be balanced on every public company board.

Character and competence. Nominating and governance committees acknowledge that character and integrity are nonnegotiable characteristics of a board prospect or director, but they should also have a track record of competence, which is effective leadership in an area that adds value to the board. We all can cite examples of supercompetent executives who have played fast and loose with regulations and policies. But often it is harder to evaluate relational competencies without a clear director profile and qualities of corporate culture against which you are assessing the prospect. Competence in one area does not guarantee expertise and competence in another; after all, no one is omnicompetent.

Challenge and support. Directors are responsible for offering credible challenge to the strategies and plans of management, but sometimes that challenge can become imbalanced to the point that management feels no support at all from the board. The board may be seen as an obstacle to overcome rather than a friendly partner who appropriately asks questions and pressure-tests ideas to ensure the most successful outcome.

Credible challenge necessitates knowledge, expertise and...

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