I cannot play any musical instrument with any level of confidence, but I am fascinated with musical art and how the different instruments are played to compliment one piece of music. An orchestra backed musical performance is my favourite and I am glued to the performance from start to finish darting from processing one musical instrument after the other!

I consider the expected conduct of a Board of Governors in a corporate in a similar way as above and I am hopeful that colleagues can buy into this thought.

Corporate governance recommendations and practice has categorized Governing Bodies by characteristics. For instance, there are Executive Directors, Non-Executive Directors and Independent Directors. The Kings Report on Corporate Governance for South Africa offers helpful insight on the distinction between the three types of Directors which I can summarize as recommendations aimed at preserving the objectivity and integrity of strategic decision making and promotion of the success of the organisation.

In earlier posts, I have alluded to the need for actors in corporate governance to understand their roles for effective discharge of functions.

For todays, thoughts, the complexion of the Board of Governors is the first point of call, in my view. For instance, the functions of Non-Executive Directors do not extend to execution/implementing decisions of the Board as that function resides in the Executive Director/s. The Governing body, however, retains the function of oversight by receiving and considering implementation reports regarding its decisions. Similarly, it is not in the place of Executive Directors to unilaterally make decisions ordinarily made by the Governing Body as they discharge management functions.

In arriving at the policy/strategic decisions for organisation, the individuals in the governing body are free to deliberate and interrogate matters and inevitably will have different views and perspectives as they contribute to the item on the table. However, the cycle of their duty to the company only completes when they make a collective decision to inform implementation. That is where my analogy of an orchestra comes in. Collectively, the governing body is an ensemble that will churn out one piece of music for the executors to dance to!

The role of an Executive director is dual in the sense that he/she participates in the decision-making process but also spearheads and is responsible and accountable to the Board for implementation.

How orchestral is your governing body?

Thank you!