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How to evaluate a company's corporate governance

by Nicola Rowe

Created on: November 18, 2008   Last Updated: January 12, 2009

Need to quickly assess the governance structures in place in a company or association? One successful model you can use is the 1T-7S framework, which enables you to quickly check for potential areas of concern. You can use this model if you're called in to evaluate a company's governance, or if you want to know whether your own company's governance is up to scratch.

The areas covered by the model are:

- Steering

- Strategy

- Structure

- Skills

- Systems

- Succession

- Stakeholders

- Teamwork

Steering is about the organization knowing where it's going. Does it have a clearly defined mission? Does everyone understand the mission, and do they know what it means in practice? If steering is about the mission, strategy is about the roadmap. Does the company have a long-range plan? Do the board and top team spend enough time looking at future challenges? Structure is about just that - how the board and its committees are set up. Is the board the right size? Are the committees appropriate?

Next, you want to ensure that everyone on the board brings the right mix of skills and knowledge to the table, that they receive the training they need for their positions, and that nothing inhibits them from translating those skills into practice. (A question like "Do all of my fellow board members pull their weight?" can be a helpful way to worm out any issues here.)

The board's systems need to function. These range from the seemingly mundane - are materials distributed far enough in advance of meetings? - to more abstract questions about the strength of, for example, the board's decision-making processes. Succession planning is about ensuring there's always a pool of candidates for free slots, not just for board members, but for the CEO position.

Boards are poor at picking CEO candidates, but they've got to plan for selection. Next, the board's relationships with its stakeholders need to be assessed. You'll want a series of questions directed at the various stakeholders, both internal and external, that are relevant to the firm you're investigating. Finally, you'll need to look at the teamwork, asking how it all pulls together. Do members of the board communicate well? Asking them whether they consider the board to be a top-performing team can be revealing. How should you use this diagnostic? While you can cover ground with the board in a plenum session, it's often more helpful to cover the ground in advance. Use an Internet tool like Surveymonkey to ask board members anonymously, in advance of your meeting. Happy diagnostics!

Learn more about this author, Nicola Rowe.
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