Stepping into a rogue situation: advice to the new board member: how to protect yourself and not get caught in the crossfire.

• Author: Kessler, Karen J.

YOU KNOW HIM. You may sit next to him. You want to assume his intentions are good. But patience is running thin as he continues to be "difficult." What are the options when a board member goes "rogue"? Every board has its own culture, but the one unifying desire of all board members is to have a board that functions with harmony and a common goal in sight. When one board member threatens to derail the board harmony, it can create discomfort or, in the worst case, warfare. As a new board member, how should you prepare yourself for the rogue board member? Are there tools to employ before weapons are raised?

Our phone rings most often when the senior management, after a period of trying to smooth over board relations, begins to believe that the errant board member will begin to take his/her concerns to a bigger or different forum: sometimes the media, sometimes the employees, sometimes the shareholders. Management is right to hire outside assistance to protect and preserve the hard-earned reputation of the organization or corporation, but even the most skilled of reputation consultants can't eradicate all internal disputes. As a new board member, what can you do in this situation? There are a number of defining characteristics to the rogue board member, a number of different ways this can undermine unity, and a number of ways to deal with this divisive director.

Rogue types

First, let's take a look at certain types of rogue directors:

* The loud and proud: They are not afraid to say what they're thinking to whomever will listen and are convinced that they are the only one with the courage to stand up.

* The leak and no speak: Despite warnings to the contrary, this director feels justified to leak news anonymously regardless of the sensitivity of the material and yet speaks a different line at board meetings.

* The share because I care: This board member gets too close to employees, other key insiders, and outside consultants, and then begins to take board information to an audience that does not have the right to such internal information.

* No because I know: Disagreeing just for the sake of disagreement, this is the board member who is always contrary, perhaps due to personality conflicts or a wildly divergent perspective on vision...