Boardroom dynamics - Managing divergent views and averting a divided board  Kahumbya Bashige CDir

Where there is diversity, it is inevitable that there will be dissenting views or disagreements among members during boardroom deliberations. The upside of this is that it is indicative of members being invested in the goals of the organization and not being passive onlookers. The converse is that if not well managed, the difference of opinions could lead to a divided Board, thus affecting its ability to exercise its fiduciary duty of acting in the best interest of the company.

Good corporate governance emerges from an acute awareness that dissent needn’t mean division. Board directors must challenge each other’s ideas.  A functional board must fully leverage on difference of opinions as this leads to improved quality of decision making leading to enhanced performance. It also helps avoid herd thinking and creates board agility. Divergent views, when constructively harnessed, can stimulate progressive consensus in ways harmony often does not.

The chair’s leadership is critical to ensure divergence is not personalized and that opinions, however different, are centered on the matters at hand. Any discussion should bear the best interests of the company and not individuals.

Processional and procedural ways of managing differences at the board level to avoid personal conflict and avert divisiveness include, but are not limited to:

Attraction and recruitment of directors: When attracting and recruiting new directors, it is important to ensure that their personal values are aligned with the organisation’s core values.

Induction: All newly recruited directors should undergo an induction process to inculcate into them the core structure of their roles and expectations among other fundamental organisational comprehensions. Key among this is the code of conduct that categorises certain behaviors as conflict orientated or disrespectful towards others, giving clarity and direction to board members.

Training: Regular training of board members to refocus and appraise them in appreciating their fiduciary responsibilities.

Evaluations: Conduct regular board evaluations and peer reviews on individual directors, as well as chair leadership abilities with commensurate feedback.

Informal gatherings: Well-crafted and intentional social encounters (dinners, luncheons, sports tournaments, etc) to encourage directors and senior executives to bond outside the boardroom confines.

Effective Chair: The board chair should encourage a culture that allows effective discussions, debate and deliberations; understanding their leadership responsibility and bearing in mind the “first among equals” approach.

“Great Minds will never think alike.”  This is the case when you have a diverse board consisting of independent and strong willed directors. Disagreements at the board level are inevitable and necessary, but should never lead to division. A divided board is dysfunctional, but one united through proper governance and constructive disagreement shall endure and thrive.

This is a guest blog and therefore does not necessarily represent the views of the Institute of Directors.