Situation 02
The board isn't functioning.
Governance has become part of the problem rather than the place it gets resolved.
The situation
Meetings run long and decide little. The same issues return each month. Management is unsure what the board actually wants, and the board is unsure whether management is telling it everything.
Under pressure this compounds quickly. A board that cannot create clarity multiplies the pressure on the executive team.
What usually goes wrong
- Decision rights between board, chair, chief executive and shareholders are never written down.
- Board packs report activity rather than performance.
- Shareholder interests are argued inside the boardroom instead of resolved outside it.
- Directors move into management's territory, or avoid the difficult question entirely.
- Everyone assumes the problem is personalities when it is usually structure.
What needs to be established first
- What decisions sit with the board, the chair, the chief executive and the shareholders?
- Is the board receiving information it can actually govern on?
- Which strategic decisions have been deferred, and for how long?
- Are shareholders aligned on what the business is for?
- Is this a governance problem, a leadership problem, or a shareholder problem?
The next 30 to 100 days
- Interview the board, the executive team and significant shareholders.
- Map decision rights and delegations, and reset where they are unclear.
- Rebuild board reporting around performance, risk and the decisions required.
- Agree a forward agenda that carries the unresolved strategic decisions to a conclusion.
- Where necessary, support changes to board composition or leadership.
Capabilities involved
Related intelligence
- When the board becomes part of the problem.
A struggling business does not always have an operating problem. Sometimes the problem is sitting around the board table.
Other situations
Situation 01
The CEO has resigned.
Situation 03
A product recall has landed.
Situation 04
Sales are growing but cash is disappearing.
Certain details have been withheld or generalised to protect client confidentiality.
