In praise of dissent: disagreement on the board may well be preferable to unvarying agreement and a "trip to Abilene."

• Author: Horton, Thomas R.

An adjective often used to describe one quality of a good director is "collegial," a word that may evoke an exchange of pleasantries at the Faculty Club. (At least to those who have never been there; to those who have, and especially to trustees who have suffered the slings and arrows of outrageously non-collegial faculty committees, a better adjective might be "amiable.")

There is much to be said for courtesy, mutual respect, affability, politesse, or what our parents simply called minding our manners. Our world is a more pleasant place whenever it is lubricated by such social graces. Still, there is the question as to whether collegiality among directors can become too much of a good thing. I think it can.

Members of a social club naturally seek to get along with each other. In this setting, too frequent an expression of dissent may be considered inappropriate, if not gauche. In contrast, a governing board should encourage the expression of differing points of view. As recently as a decade ago, directors of several large corporations then on the brink of spectacular failure were still reluctant even to disagree with management, much less throw the rascals out. There was no lack of collegiality on those boards, but rather a serious deficiency of dissent.

I have observed that the most effective boards on which I have served have each enjoyed the presence of at least one constructive skeptic. As a result, I have come to believe that such an individual is an essential ingredient of any good board. Positive skepticism and a willingness to express one's concerns should be traits of every director, but for a variety of reasons - too close a relationship to the CEO, for example, or less than adequate self-confidence - silence may reign, unless broken by that lone dissenter.

Conventional wisdom suggests that once a board has adequately debated an issue and made its decision, then all directors should support the majority view. But what if this view is badly flawed? How long should a dissenting director continue to insist on the rightness of his or her position?

Even if the disagreement is based on important principle, the minority-of-one, skunk-at-the-garden-party role can be exceedingly lonely. Still, one's principles cannot be checked at the boardroom door. Faced with this dilemma, should the dissenting director simply resign from the board?

Ideally, skeptical directors express their doubts gracefully. In the real world, however, a curmudgeonly...