The revolution in director independence of the past 20 years has positively advanced the impact of board directors at the expense of managements' prerogatives, especially those of the chief executive officer.
Directors active in the 1990s were, I personally believe, more sensitive, respectful and supportive of the CEO, almost to a fault. One result of all the changes to make directors more Independent has been some loss of sensitivity to the needs of the CEO, who has the job of running the company and keeping both the board and the investors happy. These are still daunting tasks.
So today, in light of all the proper and needed changes made to strengthen the board and support the board's oversight of management, what should the CEO expect from each and every board member?
What the CEO doesn't want Is for the board to sit back and wait for him or her to make a mistake. Rather, as a fellow director, the CEO expects each board member to:
* Understand and agree with the "clear idea of the company" and be willing to improve upon it if necessary. This alone could be a major contribution.
* Get to know the company, its people, its facilities ... visit sales meetings, etc.
* Be prepared for the most important decisions we must make together.
* Contribute wisely and loyally. (This is your company as well as mine.)
* Help me become the best CEO I can be.
* Watch me and speak up. Set high standards for me and my team.