The New Board Game: Blog 4 Why your NEDs should heed Bob Dylan

The New Board Game

How to adapt, behave and relate in the post-pandemic boardroom

The New Board Game: Blog 4 Why your NEDs should heed Bob Dylan

Are your NEDs out of touch?

⁃ with:

⁃ your board papers?

⁃ do they read them, all, at all?

⁃ their purpose as NEDs?

⁃ which is NO different to your EDs

⁃ or do they feel that’s not “the real world”

⁃ that, c’mon, NEDs have influence

⁃ not real power

⁃ no point in proposing motions

⁃ nor calling for votes

⁃ nor calling out poor behaviour by your Chair/CXOs

⁃ ‘cos the Chair is their boss

⁃ not the Companies Acts

⁃ not the Codes & Principles

⁃ not FRC, QCA, Wates

⁃ not these

⁃ excellent law & codes, for sure

⁃ but toothless

⁃ just tick the boxes in your Board Evaluation

⁃ and have a nice glossy section on Governance in your Annual Report

– nothing will change

⁃ because no one has an incentive to change

⁃ and the good NEDs, who know how “to NED” remain in the minority

⁃ but alert NEDs know that society is changing

⁃ by #metoo #BLM

⁃ by #ESG

⁃ by the pandemic

⁃ by furlough

⁃ by COVID loans

⁃ by case law

⁃ watch as NEDs resign as their behaviour comes under scrutiny

⁃ As Bob said:

Come gather ‘round people

Wherever you roam

And admit that the waters

Around you have grown

And accept it that soon

You’ll be drenched to the bone

If your time to you is worth savin’

And you better start swimmin’

Or you’ll sink like a stone

For the times they are a-changin’

Ciarán Fenton

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