With such economic volatility and uncertainty currently, oversight by boards is more important now than ever.
A balanced view is critical to the success of a company, and maybe even its survival. However, boards may whether wilfully or unwittingly converge on collegial consensus and by doing so fail to address crucial issues. Independence from each other and thereby better collective decision-making are interconnected prizes that are hard fought but well worth winning.
In 2015, Siobhan Sweeney’s “The creation of the Contrarian Director and their role in achieving workable board independence and better risk oversight” caused something of a stir. The premise of that paper is as pertinent now as it was then, and in the aftermath of Coivd-19 perhaps even more so. Having a ‘Contrarian Director’ - a devil’s advocate - on a board to question the herd instinct, to investigate alternatives and recommend innovative approaches whilst acting independently and impartially will deliver more robust examinations of facts, options and proposals.
The longstanding and arguably inevitable consequence of capitalism is that the untried, untested, unknowns are avoided in favour of their more familiar counterparts. The composition of a board of directors will often follow the same trajectory, with reinforcement of success in the form of making another appointment not too dissimilar to the last. The case for independent thinking, and diversity of background (gender, ethnicity, education, experience) has not been made in sufficient boardrooms - all too many boards continue to miss opportunities in the appointment process leading to a reinforcement of an established culture.
Groupthink and confirmation bias in a board room are dangerous and difficult to root out. They can easily override the most rigorous of decision-making processes and detract from even the most respected expert opinion. Self-awareness is the key to reversing such a slide.
Chairs, and other NEDs should recognise when:
Consciously or subconsciously Chairs may prefer directors who will help them build a consensus. The concept of the contrarian runs counter to that – and deliberately so – so it will take a strong Chair (and CEO too) to actively seek out and secure someone to the board who can and will challenge them, routinely, but professionally of course.
Once the benefits of more varied thinking in the boardroom become apparent, then the same principles extended to senior management and throughout a company might yield yet more advantages for that company.
But… do please feel free to disagree with me!
Andrew Guy
Partner, UK
