“Please ask the chief strategist about how successfully we’re managing the affairs of the entity. Don’t ask us about the business model, strategy, systems or even sustainability. You want answers on how well we’re doing? Go ask the boss!”
Because the boss knows. Because the boss supports. Because it’s his idea that we’re all here so the boss has to remain here as well. And the boss won’t lose sight of us because we won’t let that happen. We will keep the boss tied with our follies, our incompetence, our goof ups, so that when the push comes to shove, the boss is around.
The boss has to be around because the idea wasn’t ours to begin with! So, when a scalp is needed, it won’t be ours!
Makes sense? No? Doesn’t matter, it need not make any sense. The only sensible thing here is that we’ve been given a field to destroy under the watchful eyes of the boss and that’s exactly how a trust reposed is paid back, at least that’s what we’ve learnt!
Bit of a context now:
- First person pronouns, we, us, ours refer to management!
- The Boss, the sponsor, who if part of the Board makes the equation more interesting!
- Those who dare questioning the management, the Board for sure!
- And no, I am not part of the management; I never side with the management!
Now it must make even less sense to those amongst us who believe in governance and understand that no entity can do without it. Because management is accountable to the Board and the Board must ask questions that management must answer.
And one would strongly agree with the fact that this line of defense chosen by the management to questions put forth by the Board reeks of not just incompetence and naivety but is also meant to embarrass the sponsor who put up the entity together taking an initiative.
So instead, of exuding gratitude through diligence, hard work, commitment and competence, the management decides to blow it all up in the sponsor’s face. The management conveniently forgot that the sponsor did its part. The management was responsible for understanding the purpose and the objectives and implementing and fulfilling these!
And that’s where the Board comes in. It is the Board’s duty to ask all those questions of the management to provide direction, supervision and oversight. And to ensure the management does not lose sight of the purpose, direction and the objectives. And to make the management understand that it is in principle and in practice accountable to the Board.
The Board that is elected by the owners, sponsors, shareholders, etc. owe it all to them. The management that is hired by the Board owes it all to the Board! The Board provides governance and oversight. The management is hired to steer the entity and run the affairs. Could there be any doubts about these core facts? None for sure
If the Board won’t ask these questions, the owners, sponsors, shareholders will (though much before, the board’s eyes and ears; the qualified professional internal auditors would have already chimed in!) And if the Board is unable to provide answers, the board will face the axe. So, how come the management will remain immune to this or any line of questioning?
Once this is settled, let’s get on to the preference taken for the answer! Surprisingly, it’s not unusual to come across such an answer to the questions on management’s stewardship and its choice of strategy, business model and sustainability. Although it’s utter nonsense and way too naïve for sure!
It’s not unusual because very frequently management executives get exposed for conduct unbecoming of their top offices. Such behavior manifests in several other forms as well apart from mere incompetence and lack of maturity, like myopic decisions, inaction, lack of clarity and foresight, greed, conflicts of interest, ethical violations and more. The final embarrassment is then the epitome, which is the collapse of that dreaming sponsor’s initiative.
It’s low even by the standards of a board that’s only about the boardroom theatrics and not about providing real governance and oversight. Because such an answer is more suited to a brawl between kids yearning to show off their parents influence to each other. Yes it’s not suited for any corporate environment let alone a meeting packed with executives!
And by virtue of the answer, the sponsor is neither being held in high regards nor being praised. And the mere impression being given of the sponsor having an influence over all other members of the Board is actually an affront to the collective wisdom of all those board members who have assembled to review and provide oversight.
The sponsor is in fact being embarrassed on the initiative taken in all sincerity and commitment. The sponsor is also being embarrassed for the mere fact that such people have been given an opportunity in the initiative to fulfill the purpose and objectives behind the initiative. And the fact that the sponsor’s trust in such people to deliver was misplaced!
An answer like this simply means that the management is not just short of answers but also short of ability to steer the entity. The management has nothing to substantiate in defense of its stewardship.
Those selected to run the affairs will be taken to task by those elected to govern by those where the buck stops eventually!
The perfect analogy for a management calling the boss for rescue every time a question needs to be answered is a whining crybaby!
And from there onwards, the stride to becoming a wet baby isn’t far off.
But when that happens, it won’t just be a nappy change!