For most public companies, the board of directors is usually composed of experienced, senior leaders who focus on high-level issues such as finance and strategy, believing these two functions, specifically, to be the foremost way to protect the interests of the shareholder. But an often-overlooked – yet equally important – role among boards is that of HR expertise, an increasingly popular point of view that’s also widely advocated by Richard Leblanc, a professor at York University and expert on corporate governance.
As an example, a number of e-mails from senior employees in a company were disparaging of the company’s CEO, coupled with issues raised in an employee engagement survey that pointed to a complete lack of confidence in the CEO’s leadership. These issues – which included being dismissive of employee complaints, expecting unpaid overtime (so his budget looked good) and an unwillingness to accept accountability while blaming others – were unknown to the board and the chair of the board felt they should have been more aware.
In fact, they should have been more aware. While the directors are all very competent professionals, well versed in their areas of specialty, they had never thought to question issues of human capital. They focused on the business side of things, believing that the CEO was on top of the people issues. There was no HR expertise on this board, a mistake that led to some costly missteps. Had an independent HR leader been involved, he/she would have seen the signs: increased turnover, difficulty in hiring top talent, an apathetic leadership team and missed deadlines. Eventually, this resulted in lost productivity and revenue, as well as damage to the company’s reputation, a situation that is much harder to fix – and takes more time.
If the board is there to protect the interests of the stakeholders, part of doing so requires an understanding of the culture and the depth of talent within the organization. Attention must be paid to employee engagement factors. In their course of duty, boards discuss issues and make decisions, but understanding the impact that these decisions will have on the culture is critical.
Board members may not know exactly what information they should be getting and discussing when it comes to people issues or even how to evaluate that information once received, but the best way to change this is to stop assuming and start asking questions. Are they comfortable with the depth of talent in the organization as it relates to the ongoing operations, as well as specific initiatives that the board is considering? Are there enough skilled people in place? Is the leadership engaged and committed? Do they have the confidence of the employees? Do employees understand the objectives of the company and do they feel good about where they are working?
Without this information, any board debates about strategy cannot be complete. The strategy being discussed and proposed can succeed or fail on the strength of the human capital, so this must be a consideration. And the board needs to understand where the organization is vulnerable.
It is easy to assume the CEO has the operations well in hand. In most cases, they likely do, but it can be disastrous if not. Even a CEO may not have the specific depth of skills or knowledge to accurately predict or interpret the impact certain strategies may have when it comes to human capital. The board is not doing its job if it doesn’t take this into consideration.
While an internal CHRO can provide some input, they cannot replace the independent oversight role of a board member or adviser. An HR leader who does not report to the CEO is not beholden, first and foremost; they will understand the impact of the information provided and the risks, if any, that exist. He or she can identify gaps in the information provided and any areas of vulnerability. HR expertise will result in a more robust debate that provides greater insight into a well-designed, well-executed process and plan.
Janet Candido is the principal of Candido Consulting Group
Special to The Globe and Mail
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