1 / 16

FT NED CLUB MEETING

FT NED CLUB MEETING. “THE EFFECTIVE NED ON A BOARD OF A FSA REGULATED COMPANY” MANNIE SHER Director, Bvalco Ltd Director, Group Relations Programme, Tavistock Institute of Human Relations Tuesday 16th November 2010. From the Walker Review ….

Anita
Télécharger la présentation

FT NED CLUB MEETING

An Image/Link below is provided (as is) to download presentation Download Policy: Content on the Website is provided to you AS IS for your information and personal use and may not be sold / licensed / shared on other websites without getting consent from its author. Content is provided to you AS IS for your information and personal use only. Download presentation by click this link. While downloading, if for some reason you are not able to download a presentation, the publisher may have deleted the file from their server. During download, if you can't get a presentation, the file might be deleted by the publisher.

E N D

Presentation Transcript

  1. FT NED CLUB MEETING “THE EFFECTIVE NED ON A BOARD OF A FSA REGULATED COMPANY” MANNIE SHER Director, Bvalco Ltd Director, Group Relations Programme, Tavistock Institute of Human Relations Tuesday 16th November 2010

  2. From the Walker Review … • “Improvement in corporate governance will require behavioural change …” • “Needed behavioural changes are unlikely to be fostered by regulation fiat … “ “Principal deficiencies in BOFI boards are much more to do with patterns of behaviour than to organisation.”

  3. The Walker Review … • “Governance practices are organic, dynamic and behavioural rather than akin to black letter regulation.”

  4. The Walker Review … • The principal emphasis is on behaviour and culture. We wish to avoid proposals that attract a box-ticking conformity as a distraction to much more important substantive behavioural change.

  5. Walker Review … • Wider analysis of the behaviour of groups and subgroups is plainly relevant to the functioning of committees of boards. • … but which sub-groups?

  6. FRC Combined Code: Main conclusions • “There is a recognition that the quality of corporate governance ultimately depends on behaviour, not process, with the result that there is a limit to the extent to which any regulatory framework can deliver good governance.” • “The FRC has therefore sought to change the tone of the Code to signal the importance of board behaviour.”

  7. FRC Combined Code: Main conclusions • “There is concern that the code is too often viewed as a compliance exercise rather than the means of promoting appropriate behaviour by boards and good communication between boards and shareholders.”

  8. Research: Prof A Kakabadse • 80% of Board members do not know what their role is • 70% of Board members do not know how to raise difficult issues • Unable to say is: "I don't know" • Dynamics, insight and awareness are the deepest of problems on boards • 30% of Board members actually do not commit to the shared vision – they support the vision in public, but in the Board they consistently undermine it

  9. Role unique combination of: • responsibilities of the job • the individual application of ideas, attitudes, aptitudes, strengths to do the job. • What is the role of NEDs?

  10. Stewardship … • “Stewardship” refers to a responsibility to take care of something owned by someone else. • Stewardship is an ethic that embodies cooperative planning and management of resources to actively engage in the prevention of loss and facilitate long-term sustainability

  11. Task … the single most important thing a group/organisation has to do in order to stay in business

  12. Boundary … a semi-permeable line, but more usually a region that distinguishes between the inside and outside of an entity, across which only certain items that support the entity's task, are permitted to cross.

  13. Authority … the degree of sanction given to an individual or group to act in a role.

  14. Building Blocks of Boards… Individuals?

  15. … or Sub-groups

  16. THE BOARD OF COMPANY X

More Related