Leggo my ego: don't let pride or arrogance hold you back from learning how to be a better director.

AuthorHorton, Tom
PositionSome Things Considered

A STUTE OBSERVERS of corporate governance look askance at the annual rankings of the best and worst boards of directors -- if for no other reason than that they are so ludicrous. The board of Enron, for example, was famously ranked among the top five by Chief Executive magazine just before the company imploded. General Electric's board was among Business Week's best last year, even after the deeply guarded secret of its retired CEO's mega-bonanza (somehow not mentioned in Jack's straight-from-the-gut diatribe) became public through a hell-hath-no-fury revelation. Even more important, however, is the fact that no true assessment of a board can be made from outside the boardroom, and that is exactly where these judges necessarily are.

What does make a board work well? There are no magic formulae, no checklists to assure this. Indeed the more rules there are, the less flexibility the board has. Instead, whatever magic there may be to an effective board springs from the innate qualities of the individual directors, how well they understand their jobs, and their willingness -- even eagerness -- to set aside their own views and listen to others'. This skill requires at least a modicum of humility, an admission that one is not omniscient (at least not all the time).

Given what has been called the Imperial CEO and the presence of so many of them, both active and retired, on boards, this quality is not always in plain sight. Over the past 20 years, corporate chiefs have so thoroughly surrounded themselves by sycophants and irrelevant trappings, and insulated themselves by extra layers of management, that they have become distanced from the reality of their own enterprises. Of course, even more remote from the operations of a different business to which their only connection is a board seat. Further, it has become customary for outside directors of large companies to be cosseted, coddled, and virtually carried in sedan chairs as they board corporate jets to attend ever more costly board meetings in remote parts of the world. Even for these heads of companies, these are heady times.

It was not always thus. As IBM chairman and CEO, the late Thomas J. Watson Jr. eschewed limos and did everything he could to communicate directly, and humbly, with salesmen and workers on the factory floor. WalMart's Sam Walton drove his beloved, battered pick-up truck to learn about the state of the business from customers and associates on the front lines. Leaders such...

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