By David A. Nadler
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Additional info for Building Better Boards: A Blueprint for Effective Governance
The fact is, it’s almost impossible to imagine any candidate accepting a board position without first meeting the CEO. Finally, when it comes time to recommend candidates, the nominating/ governance committee has the ultimate responsibility, but the CEO’s point of view should certainly be considered. It’s rarely helpful to nom- Board Composition 37 inate a director who has an acrimonious relationship with the CEO. Some commissioners went so far as to suggest that the CEO should be given a veto over board candidates.
Then, it’s a good idea to strategize for a question that the new director can ask at the meeting that relates to his or her particular area of expertise. ” Site Visits Company site visits are also being added to director orientation programs at many companies. New board members are invited to visit some of the larger company facilities to give them a greater hands-on feeling for the business at the outset. If a company’s business is integrally linked to relationships with a small number of key customers or suppliers, new directors are sometimes given an opportunity to spend time with one of them.
As a practical matter, many boards end up using both sources. One commission member whose board does just that, explained, “It can be useful to use search firms to surface candidates beyond our immediate network. ’” Role of the CEO Now that nominating/governance committees have taken the lead in director recruitment, many boards are struggling to define the appropriate role for the CEO in the process. As a first step, the CEO should be engaged with the board in defining and mapping board competencies and setting priorities for each search; for example, if the CEO feels strongly that she needs someone on the board with more industry experience and the nominating/governance committee was planning to focus on financial expertise, that’s a serious issue that should be addressed before recruitment begins rather than midway through the process.