In a recent lecture session on Boardroom Dynamics powered by Patricia Wanjama, we encountered an enlightening diagram. As a companysecretary , you might have experienced the frustration of a tense Board Meeting, leading to decisions influenced by the personalities and behaviors of the Board and its members. This interplay of factors is what we now understand as Board Dynamics.

As a governance professional, it’s crucial to look beyond the technical aspects of the board and observe the behavioral dynamics of its members as a cohesive team. Previously, board evaluation focused solely on board demographics and structure, but with the development of the 11Cs of Corporate Governance by Dr. Jeremy Cross in 2013, attention shifted to the behavioral aspects that contribute to effective decision-making within a board.

It is evident that the manner in which the Board discusses and deliberates on issues significantly impacts the decisions made within the Board room. To ensure effective governance in 2024, it’s essential to assess the intangible behavioral aspects of the Board in addition to the formal structure.

Here are two key areas to consider when evaluating your Board:
1. Board Attributes:
* Assess whether each Board member is well-suited to their roles, particularly those with additional responsibilities such as the Chair, the Senior/Lead Independent Director, Committee Chairs, and the Company Secretary.
* Evaluate if members stay updated on governance and industry trends, demonstrate commitment to the organization through attendance, preparation, thoughtful debate, and support.
* Ensure that each member upholds sound character and ethical conduct, even in the presence of conflicting interests.

2. Board Dynamics:
* Examine if the Board operates as a cohesive unit, engaging in respectful debate, active listening, thoughtful inquiry, and evidenced decision-making.
* Determine if the Board is actively managing and directing their stakeholders, exhibiting transformational and servant-based leadership, and championing diversity within the Board membership and the organization’s human capital.

In summary, governance professionals play a vital role in supporting the technical and behavioral development of progressive Boards. We are here to assist you in your assessments to foster the growth of effective and cohesive Boards.
Jeremy Cross Jeremy Cross and Associates Ltd
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