How to excel in governance
With the final 2024 Company Directors' Courses coming up in Queenstown, hear how Jeffrey still benefits from attending in 2017.
OPINION: Through 2020 and 2021, I had the privilege of being a Future Director on the board of Fisher & Paykel Healthcare (FPH). FPH is an incredibly innovative global company and leader in the fields of respiratory care, acute care and the treatment of obstructive sleep apnea. Being with the company as it delivered some of the most important therapies for Covid-19 to a world in crisis was a once-in-a-lifetime experience.
I learned a huge amount about being a director from the time I spent with the FPH board and its management team – too much for any one post. Still, I want to try summarising a few lessons I learned to share for Future Directors.
These are: ask good questions listen, do the work, and internalise the culture. Rules for the boardroom also make good rules for life!
There are two parts to this–what you ask and the way you ask it.
What you ask - Typically, your best questions will be the ones that have been well thought through. That’s particularly so when you’re a newcomer as it takes more time to consider the context. Think about what issues are really material and how to clearly convey what you’re asking. Consider the long term strategy and annual plan of the business. Be selective and self aware–you won’t get to ask every question that pops into your head and nor should you. I don’t mean to discourage off the cuff questions–they can also be great, but they shouldn’t be your primary MO.
The way that you ask - A tone of curiosity and humility is often a winning formula, especially as you ask questions of very smart people who live and breathe their business. Asking management ‘how have you thought about XYZ?’ can be a great way to learn critical information as well as to convey your perspective on what’s important. Being humble doesn't mean being a pushover (stand by your views, especially where they are different), but it is a great way to get collegial and open interaction and while testing if your views are founded on firm ground.
If you’ve got two ears and one mouth you’re in luck, because the quality of your listening is more important than the quality of your speech. It can be easy to get preoccupied by what you will say next or how you’re perceived. Try to put those thoughts aside and listen carefully to what is being said in the moment. Your greatest learning opportunities can come from observing the way other Board members and execs conduct themselves. What’s their style? What lands well and what doesn’t? What are the key issues and information? I observed that the most effective Board members are excellent listeners and this adds weight at the times that they choose to speak.
It’s a truism for a reason that you get out what you put. As a Future Director at FPH, I knew there would be an immense amount to get out, so I put in everything I could. Most of the work happens outside of the Board meetings, so be sure to prioritise enough time for it. I’d encourage you to read your papers thoroughly as early as you can so that you’ve got an opportunity to reflect on them, formulate questions and have any preliminary conversations with management or other Board members. Arranging 1:1 chats with fellow directors to explore a set of topics is also a hugely worthwhile investment of time.
I’d also encourage you to attend all of the committee meetings. A lot of the grunt work that goes into big decisions happens in these meetings and they are a great forum in which to actively participate and learn. As an example, giving your best attention to the Audit & Risk Committee can give you a much deeper insight into the company's financials and a chance to participate in preparing key documents such as the Annual Report. For me, the FY21 Annual Report for FPH told an extremely special story and I’ll always feel stoked to have contributed in a small way.
Doing this will mean you’ll have much greater empathy for why the management team makes the choices it does. You’ll also be more worthy of their respect and improve the chance that your ideas will connect. Study the culture and values; spend time with the people; speak the language. This comes with the obvious caveats that you shouldn’t internalise an unhealthy culture (though you should still seek to understand it) and that, as an independent director, you can be influenced in your role by more than just the prevailing company culture. But in general, it’s far more powerful to flow in the same direction as the company than it is to try to paddle against the current.
To end a huge thank you to the people who gave me the opportunity to learn so much–Scott St John, Lewis Gradon, Pip Greenwood, Sir Michael Daniell, Neville Mitchell, Donal O’Dwyer, Geraldine McBride, Lyndal York, Marcus Driller, Paul Shearer, Andrew Somervell, Raelene Leonard, Melanie Thomson. There’s nothing like learning from the best.
Toni Moyes MInstD is the Chief Operating and Financial Officer at Sharesies. She loves working with amazing people to achieve big things.
Experienced in leadership, management, governance, start-ups, strategy, building teams, finance, legal and all things operations.
She is passionate about supporting women in business leadership and peer mentoring. She is a speaker, advisor, panelist, and writer.
Also a personal growth junkie and lover of journaling, reading, yoga, running, travel and great conversation.
The views expressed in this article do not reflect the position of the IoD unless explicitly stated.
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