THE BIG PICTURE
There used to be the signs on the railroad tracks that we’d see as we drove cross-country. They would say: “Stop, look, and listen.” And that’s what I would tell people who joined the board. Stop. Take a breath. Look at what’s going on around you. And listen to the other board members. It’s great when new people join the board and they come in with a fresh perspective.
Many management companies and boards cringe at the idea of somebody new joining, because it creates a need to explain how things work. But bringing in new ideas is something I like. I enjoy getting someone new because that brings in a fresh face. Otherwise, the board can grow stale.
So if you’re going to join the board, take some time, look at old business, read financial statements, and, for the first meeting or two, listen to what’s going on around you. You may be pleasantly surprised that what you think is not happening really is happening, and it’s happening in a different way, it’s a community. The new member should not come in there like a bull in a china shop. He or she should want to be a part of this community and work together. That’s pretty much the idea of being a board member: working for the benefit of everyone.
BE SMART
I had an unfortunate incident with a new board member. He sat quietly through two board meetings and then afterwards, he would go in the lobby, go into an elevator, and tell everybody what happened at the meeting. He didn’t understand that, as a board member, he had a fiduciary responsibility to uphold. There are things discussed at a meeting that shouldn’t be discussed with the shareholders for legal, financial, or privacy reasons. In this building, it got to the point where the board had to sit down with the talkative member and say, “Listen. Should you continue talking to people about board issues, we’ll have no alternative but to call a special election of the board and seek to have you removed.” That would be very unfortunate, because if the board members expelled him, they would still have to live with him.