Contents

Issue 72 Nov - Dec 2009

• Know the Role of the Board and Directors
• Recruit the 'Right' Directors
• Establish the Direction and Policies and Then Monitor Performance
• Employ a Good Chief Exectuive and Create a Strong, Productive Relationship
• Get the Best Boardroom Performance
• Create a Culture of Dialogue and Contribution

Issue 71 September - October 2009

• Working the Board - CEO Boundary
• Article Review : 'Mission Driven Governance'
• Reviewing your Constitution or Rules
• Governance Q & A :''How do I deal with a request for staff to assist with board initiated communication?"
• Book Review- "Owning Up: The 14 Questions Every Board Member Needs to Ask"

Issue 70 July - Augusr 2009

• Is Fund-rasing the Board's job?
• Boardroom Behaviours that Support Boardroom Competencies
• Governance Q & A :"What art should the Chief Executive's report play in a Board meeting?"
• Getting the Budget Process Right from the Board's Perspective

Issue 69 May - June 2009

• The Emperor's New Clothes: Testing the 'Fabric' of Performance-based Remuneration for Chief Executives
• CEO Performance Management and Assessment - A Quick Guide.
• Starting and Finishing Board Meetings
• A Suggested Process for Developing a Statement of Strategic Direction

Issue 68 March - April 2009

• Should I Stay or Should I Go ?
• Useful Questions to Help in Managing the Risks Inherent in Goal Setting
• The Board's Role in the Protection of Corporate Reputation 
• Best Structure for Best Practice NFP's - Federated or Unitary
• Governance in the News

Issue 67 January - February 2009

• Be careful What YOU (Plan) For: The Downside of Goal Setting
• Responding to the Critics.
• Book Review: Eli Mina (2009) 101 Boardroom Problems and how to solve them 
• SCAMPER - A Tool for Overcoming Negative Mindsets and Supporting Creative Problem Solving 
• Governance Q & A: "Our board is considering bringing in term limits for service on the board. What is an appropriate length of service?"
• Powerful Boardroom Questions: "Please run that past me again"

Issue 66 November-December 2008

• When the Board Outgrows its Founding Structure
• Boardroom Wisdom.  Some insights from Julie Hill.
• What to Do (Or Not Do) When the Chief Executive is 'Getting It Wrong'
• Optimise the Talent on Your Board with Work Style Profiles
• The Board and the External Auditor

Issue 65 September - October 2008

• "Relevant information only, please"- Board Papers
• Interview Questions for Prospective Directors
• Not-for-Profits - The benefits of a company structure compared with an incorporated association
• Getting the Best from Referees
• Individual Leadership in the Boardroom

Issue 64      July - August 2008

• The Importance and Art of Discussion Leadership
• Develop a Proactive Director Recruiting Strategy
• Dealing to Board Meeting Time Wasters
• Powerful Boardroom Questions : "Why(why, why, why,why)?"
• Governance Q & A: Can you give me some advice on formal meeting procedures?

• Governing a Healthcare Organisation
• Anatomy of a Hostile Takeover
• Book Review:   Jim  Brown(2006). The Imperfect Board Member: Discovering the Seven Disciplines of Governance Excellence.  ISBN 9780787986100
• Financial Governance
• Twelve Good Reasons to Conduct a Board (and Director) Effectivenss Review
• Powerful Boardroom Questions:  "To what problem is that a solution?"

Issue 62       March - April 2008

• Successful Handling of Conflicts of Interest
• Do You Really Know What you are Getting Into?
  A due diligence list for prospective board members
• Women on Board
• Defensive Reasoning in the Boardroom

Issue 61       January - February 2008

• There's a Gorilla in the Room and no one Dare Speak its Name
  A discussion of defensive reasoning in the board room
• The 'Feelings' Conversation'
  The third in a series of articles on 'Difficult Conversations'
• Balancing the Future with the Here and Now
• Selecting the Right Chief Executive - Questions for Referees
• Governance Lessons from the Old Year for the New Year.

Issue 60       November - December 2007

• Six Tips for Board Chairs
• The 'What Happened' Conversation
  The second in a series of articles on 'Difficult Conversations'
• The Seven Deadly Sins of Performance Measurement
• Interviewing Chief Executives - A Guide to Key Questions
• The Precautionary Principle and Governance in Times of Stress and Change
  [Author : Robert Swales]

Issue 59       September - October 2007

• Tackling those Difficult Conversations with Confidence
  The first in a series of articles on 'Difficult Conversations'
• Stunted Development - The Consequences of that Dreaded (but Difficult to Deal with) 'Founder's Disease'
• Practical Hints for Effective Board Papers
  [Authors: Sue Hart and Neil Primrose]
  Part IIIb: The Board's Minutes- Working Relationship]
• The Moral Dimension of Good Governance

Issue 58       July - August 2007

• 'Unspoken About' Risks that Directors Face
• Does a Managing Director Ever Really get to be a Director?
• "Let's Have a Report on that"
• Book Review
  'What Got You Here Won't Keep Get You There'
  Marshall Goldsmith with Mark Reiter.
  Hyperion. ISBN 978 140131309
• Practical Hints for Effective Board Papers
  [Authors: Sue Hart and Neil Primrose]
  Part IIIa : The Board's Minutes - Fundamentals

Issue 57       May - June 2007

• Effective Questioning in the Boardroom - Inquiry or Inquisition
• Getting the Best from your Directors
• Practical Hints for Effective Board papers
  [Authors: Sue Hart and Neil Primrose]
  Part 11 - the Agenda papers
• Trends in Not-for-Profit Sector Governance

Issue 56       March - April 2007
Note: Some readers may have copies where the date was incorrectly printed as March - April 2006

• Seeking Boardroom Intelligence
• What a Constitution Can and Cannot Do
• The Board's Role in Controlling Sensitive Expenditure
• Avoiding 'slideware's' slippery slope
• Practical Hints for Effective Board Meetings
  [Author: Neil Primrose]
  Part I : The Agenda

Issue 55       January - February 2007

• What Expectations Should We Have of Directors?
• Getting Beyond 'Bicycle Shed' Issues
• Separating Conflicting Roles
• Define, Delegate and Empower your CEO
• Getting the Strategic Dialogue Underway

Issue 54       November - December 2006

• Facing up to the Challenges of Good Governance
• The CEO as Executive Director - Right or Wrong?
• Your First Year as a Director
• Dealing With (and Making the Most of) Activist Board Members
• Book Review
  Reprogramming the Board: A comprehensive Approach to Aligning a Company's
  Board of Directors and Management Team.
  Dennis McDonald, Malcolm Richmond and Dick Sibberson
  Aspatore Books

Issue 53       September - October 2006
Strategic Planning Special Edition

• The Challenge of 'Being Strategic' at the Board Level
• Planning Terminology
• Case Study
  A Community Organisation Develops a Strategic Plan
• Strategic Planning is a Partnership

Issue 52       July - August 2006

• Getting the Most from the Annual Board Retreat
• Is it Tine to Switch (Conversation) Mode?
• To Empwer Your CEO, Create Boundaries
• Book Review
  Good to Great and the Social Sectors : A Monograph to Accompany Good to Great
  Jim Collins
  ISBN 9780977326402
• Governance in the News

Issue 51       May - June 2006

• Why DO Chief Executives Fail?
• Financial Governance for Not-for-Profit Organisations
• Chairperson Leadership Styles

Issue 50       March - April 2006

• Should a Board Engage in 'Debate' or 'Dialogue'?
• Seven Years and 50 Editions of Good Governance
• Expectations of the Chair, Individual Directors and the Board as a Group
• Governance Q & A
  A board raises some questions about Chief Executive/ Board/ Chairman/ Staff communication
• In Support of Strong Strategic Dialogue

Issue 49       January - February 2006

• Through the Eyes of a Director
• Why the Chief Executive's Report Should Not Dominate the Agenda (and How to Make Sure)
• The Importance of Being Explicit About Desirable Board 'Norms'
• What Role (if any) Should the Board Play in a Major Organisational Restructuring?

Issue 48       November - December 2005

• Conflicts of Interest- Avoid Them or Manage Them
• A Director's Responsibility to Ask Questions
• Techniques for Avoiding Group Think
• The CEO's Management Style - a case study for board discussion
• Etymology of 'Chairman'

Issue 47       September - October 2005
Board Meetings - Special Edition

• A Productive Board Culture
• For Better Board Meetings 'Turn Your Agenda Upside Down'
• How Often and for How Long?
• Meeting Rules, Your Guide, not Your Taskmaster
• 'Quiet Time' - When the Board Meets Alone
• Recording the Meeting
• "Groupthink" (or the 'natural' tendency to make dumb decisions)
• Using Tools to Support Effective Meetings

Issue 46       July - August 2005

• Chief Executive Performance Measurement
• When the Board Hears 'Things About the CEO'
• Some Thoughts About Reporting by Board Committees
• Board Member Interaction with Organisation Employees
• Just What are 'Fiduciary Duties'?
• Boardroom Presentations

Issue 45       May - June 2005

• Setting Standards for Behaviour - and Sticking to Them
• The Attributes of an Effective Chairman
• Improving Board Effectiveness - Managing the Board as a Work Unit
  Author: Dr Neil Primrose
• Article Review
  "Ending the CEO Succession Crisis": Ram Charan, Harvard Business Review, February 2005
  "Holes at the Top": Margarethe Wiersema, Harvard Business Review 2000
  "The Right Way to be Firsed": Laurence J Stybel and Maryanne Peabody, Harvard
  Business Review , July-August 2001

Issue 44       March - April 2005

• Key Aspects of the Chairman's Role and Responsibilities
• Monitoring Risk
• Governance Q & A
  Should the board meet without the Chief Executive?
• Why is it that the Carver Policy Governance Principles can Seem so Hard to Honour?

Issue 43       January - February 2005

• Beyond Bumper Sticker Values
• The Disclosure of Governance Practices
• Governance in the News
• Does Director Independence Matter?
• Getting a Grip on History

Issue 42       November - December 2004

• Coming Out From Under the Shadow of the Founding CEO
• Eight Ways to Keep Your Board's Policy Framework Alive!
• For How Long Should Board Members Serve?
• Governance Q & A
  A board asks for assistance on developing a policy on the use of proxy members
• Steps Toward High Performance Governance - Lessons from the Sports and Recreation Sector

Issue 41       September - October 2004

• The Lifecycle of Boards
• Whose Report is it Anyway? Developing the Annual Report
• Governance in the News
• Is it Acceptable for Board Members to Have a Personal Relationship with a Staff Member?
• Governance Q & A
  Does the board really want a chief executive or will an administrator do?

Issue 40       July - August 2004

• Unleashing the Board's Capacity to Think Strategically
• Many Heads are Better than One
• Going Back to the Roots'
• Avoid the Usual Traps in Setting Performance Expectations

Issue 39       May - June 2004

• Thinking of Changing the Basis for Board Membership? What System Works Best?
• Obstacles to Board Performance Review
• 5 Reasons Why a Board Should Be Vitally Interested in the People Side of the Business
• Putting the Board to the 10 Minute Test

Issue 38       March - April 2004

• Boardroom Brawling raises the Bar
• Book Review
  'Back to the Drawing Board: Designing Corporate Boards for a Complex World'
  Colin B. Carter and Jay W. Lorsch
  Harvard Business School Press. Boston 2004 ISBN 9781578517763
• Which is More Important -a Board's Power or its Influence
• Help for Audit Committees
• The CEO-Chair Relationship
• Boards in the News
• Be Clear About the Reasons for Undertaking a Board Performance Assessment

Issue 37       January - February 2004

• Eight Ways to Ensure the Experts on Your Board are on Tap not on Top
• Building an Effective Board -CEO Relationship
• Why Your Board Should be Interested in Organisational Values
• "Do More Talking Please"

Issue 36       November - December 2003

• When the Law and Good Practice Coincide: the wider applications of the principles underlying 'Sarbanes-Oxley'
• Be Clear About the Purposes of Your Committee
• Book Review
  'Thin on Top: Why Corporate Governance Matters and How to Measure and Improve
  Board Performance': Bob Garratt. Nicholas Breasley, London
  ISBN 9781757883244
• Making Sound Board Decisions

Issue 35       September - October 2003

• Ten Things a Chairman Must Know
• Seeking out Differences - The Importance of Diversity in the Boardroom
• Paradoxes of Governance
  The final in a series of articles
• Should Senior Staff Attend Board Meetings?
• Governance Q & A
  How often should a board review its governance policies?

Issue 34       July - August 2003

• Does Size Matter?
• Which Parts of the Strategic Plan Should the Board Approve
• Paradoxes of Governance
  The fifth in a series of articles
• Book Review
  'Creating Effective Boards for Private Enterprise. Meeting the Challenges of
  Continuity and Competition'.
  John Ward. Business Owners Resources 1997 ISBN 1-55542-352-3
• Bullfighting in the Boardroom
• When Directors Retire
• Governance Q & A
  Some of our constituent member organisations are much bigger than others. How should we manage voting at the AGM in light of this?

Issue 33       May - June 2003

• Those Inescapable Directors' Duties
• Paradoxes of Governance
  The fourth in a series of articles
• Governance Q & A
  Should the new chairman be an insider or an outsider?
• Book Review
  "What Makes Great Boards Great?": Jeffrey Sonnenfeld. Harvard Business Review
  September 2002
• Don't Allow Yourself to be Shamed Into Silence or Submission

Issue 32       March - April 2003

• How Does Your Board Deal With 'Whistle Blowing'?
• Paradoxes of Governance
  The third in a series of articles
• Writing For the Board (Part 2) - A Suggested Structure for Board papers
• Governance Q & A
  Can you give us some comments on the Board's relationship with senior managers?
• A Federation or a Unitary Structure - which is right for families of not-for-profit organisations? (Part 2)

Issue 31       January - February 2003

• Speaking with One Voice: almost as religious as speaking in many tongues
• Paradoxes of Governance
  The second in a series of articles
• Writing for the Board (Part 1)
• Governance Q & A
  Why use a limitations approach to risk management?
• A Federation or a Unitary Structure - which is right for families of not-for-profit organisations? (Part 1)

Issue 30       November - December 2002

• Taking a Strategic approach to Risk Management
• Create and Sustain the Boardroom Culture you Want
• The Monk's Story: A Parable with Relevance to Diversity within the Boardroom
• Governance Q & A
  Should the Board be involved in operational planning?
• Facing up to the Paradoxes of Governance
  The first in a series of articles

Issue 29       September - October 2002

• Clinical Governance - the health care board's role to set and monitor high quality clinical standards
• Strategies for More Effective communication Between Boards and Chief Executives
• Governance Q & A
  Should a former CEO stay on in a lesser role?
• Should There be Specialists on the Board
• Book Review
  Corporate Boards That Create Value: Governing Company Performance From the
  Boardroom: John Carver with Caroline Oliver (2002)
  Jossey-Bass, San Francisco

Issue 28       July - August 2002

• Understanding the 'Flip-Flop' Phenomenon
• The Challenge of a part-time team
• Leaving Skills Outside the Boardroom Door
• Governance Q & A
  Is there a meaningful role for the deputy Chairman?
• When is Enough, Enough? Some further thoughts on chief executive remuneration.

Issue 27       May - June 2002

• Should We Have a Staff Member on the Board?
• Governance in the News
• Getting the Right People on the Board - Director Recruitment and Succession Planning
• Governance Q & A
  What is the difference between a policy and a procedure?
• When Directors Have Limited Knowledge About Your Business

Issue 26       March - April 2002

• Hedgehogs, Flywheels and Doom Loops - Challenging Conventional Wisdom in the Boardroom
• Approaches to Documenting the Board's Delegation to the CEO
• Governance Q & A
  Is there a role for staff in Board performance assessment?
• What Might be in the CEO's Delegation?

Issue 25       January - February 2002

• What Should a Chief Executive Expect to Tell the Board?
• Does Your Board Get Caught in the Rush Hour?
• Neglect the Induction Process at Your Peril
• What Constitutes a Good Board? - The Salutary Tale of Enron

Issue 24       November - December 2001

• What is Going on in Our Corporate Boardrooms?
• 'Drawing the Line'
• 'Limbering Up' - Preparing for an Effective Board Meeting
• Determining Core Purpose in an 'Industry', Professional or Trade Association
• Trends in Governance

Issue 23       September - October 2001

• Eight Basic Expectations a Chief Executive has of His or Her Board
• When a Staff Member Complains to the Board About the CEO
• Governance Q & A
  Should the CEO present to financial report to the Board if we also have a Treasurer as a designated Board member?
• Trends in Governance
• Written Policies Really Can Make a Difference
• How Often Should a Board Meet?

Issue 22       July - August 2001

• One Approach to Governance Does Not Fit All
• Trends in Governance
• Managing Your Greatest Asset (and Your Biggest Risk) - part 3.
  Third of three articles on Chief Executive Performance Management
• Should the Board Meet Alone?
• Governance Q & A
  How should a Board manage publicly expressed differences of opinion between board members?

Issue 21       May - June 2001

• Keepin' an Eye on the Road Ahead
• Governance in the News
• Managing Your Greatest Asset (and Your Biggest Risk) - part 2
  Second of three articles on Chief Executive Performance Management
• Ten Questions the Board Should Be Asking About Information Technology
• Trends in Governance

Issue 20       March - April 2001

• Managing Your Greatest Asset (and Your Biggest Risk) - part 1
  First of three articles on Chief Executive Performance Management
• Governance Bookshelf
• Governance Q & A
  Should the Chief Executive receive "Performance Pay"?
• The Board's Financial Dashboard
• Governance Resources

Issue 19       January - February 2001

• Leading the Leadership Team: The Challenge of Chairing the Board
• The Director's Resource Book
• Governance Q & A
  Can you give us some general guidelines that will help Board members to be effective governors on one hand, and programme workers on the other?
• Review Article
  "Don't Hire the Wrong CEO"
  Warren Bennis and James O'Toole: Harvard Business Review May - June 2000, pp.171-176

Issue 18       November - December 2000

• Selecting the Right CEO - Questioning the Candidates
• The Stages of Transition - Towards a New Chief Executive
• Your Policies Should be a Tool, not a Taskmaster
• Governance Q & A
  Is there an upper limit to the number of boards a director should be on?
• Get that Clutter off the Board's Agenda

Issue 17       September - October 2000

• Stack Your Board with Talent
• Does Your Board Help the CEO to Think Aloud?
• Setting the Framework for Clinical Governance
• Governance Q & A
  It has been suggested that our Board should adopt a formal policy that restricts individual members from speaking out about the board's deliberations. What is your view?
• Tool for Improved Governance

Issue 16       July - August 2000

• Dealing with 'Maverick' Board Members
• Should the Board Always Back the CEO?
• Governance Q & A
  I am concerned that our Board has been 'rubber stamping' decisions. How can I (and we) avoid this?
• Guidelines for Corporate Governance in Commonwealth Countries
• The Relationship Between the Audit Committee and Internal Audit.

Issue 15       May - June 2000
Joining a Board - Special Issue

• Harnessing the New Director's Involvement from Day One
• Boardroom Tip
  Suggestions for helping the Board focus on its own job (not the CEO's)
• Board Due Diligence Check List
• Advice for Prospective CEOs
• Article Review
  "Philanthropy's New Agenda: Creating Value": Michael E. Porter and Mark R Kramer
  Harvard Business Review November - December 1999, pp. 121- 130

Issue 14       March - April 2000

• Audit Committees
• Governance in the News
• Governance Qs & As
  1) How do we (as Board members) manage the amount of information we require from the CEO?
  2) How can I help our board to make its meetings more future focused?
• Choosing a Retreat Facilitator

Issue 13       January - February 2000

• Criterion-based Monitoring
• Governance Website Review
• 21 Reasons Why I Hate Board Meetings
• Reassessing the Role and Contribution of Board Committees

Issue 12       November - December 1999

• Planning a Successful Board Retreat
• Governance Bookshelf
• Governance Qs & As
  1) We have several inactive board members. What is your opinion about reducing our required quorum?
  2) Our treasurer has resigned. What advice would you give us about retaining this role on our Board?
• An Association Sets its Ends Policies
• When the CEO's Tail Wags the Board's Dog

Issue 11       September - October 1999

• A Framework for Governance Best Practice
• Developing an Annual Agenda
• Book Review
  The Policy Governance FieldBook; Practical Lessons, Tips and Tools.
  Caroline Oliver et al. Jossey-Bass, San Francisco 1999
• Website Review
  www.supportcenter.org/sf www.shef.ac.uk/-baacgsig
• A Hospital Board Develops its Ends Policies

Issue 10       July - August 1999

• Using the Board's Expertise
• Setting Ends for Local Government
• Governance Q & A
  I have informal information to suggest the CEO is not performing in the best interests of our organisation. Previous performance evaluation has been left to the Chair.
  How should I approach changing this system?
• Who Owns Your Organisation?

Issue 9       May - June 1999

• The Board's Role in Budgeting
• A Disability Organisation Develops its Strategic Ends
• The Board Retreat
• The Role of Board Expertise
• Governance Q & A
  Our Association has an upwardly cascading governance structure which is dominated by CEOs. I am concerned about our focus on operational matters rather than member benefits. Can you comment on my concerns.

Issue 8       March - April 1999

• What is the Board's Role in Strategic Planning Anyway?
• 'For - Profit' and 'Not-for-Profit' Boards - Differences and Similarities
• The Role of the Board in Quality Management
  Author: Heather McPhee
• Remunerating Board Members
• Governance Q & A
  I am about to retire from my position of Managing Director. I have been invited to remain on the Board with the view to becoming Chair in a year or so. What is your opinion on this?

Issue 7       January - February 1999

• Reviewing the Board's Performance
• Some Considerations for Boards in Risk Management
  The second of two articles
• Governance Q & A
  We have just reduced our Board from 16 to 12 members. Is this a 'big' board? Do you have an opinion about the optimal size of a board?

Issue 6       November - December 1998

• The Board's Role in Managing Organisational Risk
  The first of two articles
• Ought the CEO be a Voting Member of the Board?
• Book Review
  "Re-inventing Your Board; A Step-by-step Guide to Implementing Policy Governance";
  John Carver and Miriam Mayhew Carver. Jossey-Bass, San Francisco 1999
• Governance Q & A
  I have some concerns about communication between the CEO, Chair and other Board members between Board meetings. DO you have an opinion on how this should be arranged?
• Strategic Thinking - SWOT Analysis
  The fourth in a series of articles

Issue 5       September - October 1998

• The Board's Financial Responsibilities
• Revisiting the Agenda
• Book Review
  "Boards at Work; How Corporate Boards Create Competitive Advantage"; Ram Charam
  Jossey-Bass, San Francisco 1998
• Strategic Thinking - An Environmental Mind Map
  The third in a series of articles
• Governance Q & A
  1) What is your opinion on board members being paid?
  2) What is your opinion on the value to board meetings on presentations by both staff members and outsiders?

Issue 4       July - August 1998

• Strategic Thinking
  The second in a series of articles
• Book Review
  "The Art of the Long View"; Peter Schwartz, Doubleday, New York 1991
• Case Study - A Change in Governance Culture for Womens' Golf New Zealand
  Author: Jane Smart
• Governance Q & A
  1) What can the Board do about poorly performing staff ?
  2) What is the Board's ultimate accountability ?
• Business Continuation
• Please Stand Up All Those Board Members who Don't Have a Conflict of Interest

Issue 3       May - June 1998

• Setting CEO Limitations - A More Powerful Way to Define the CEO's Job
• First Things First
• Undermining Chief Executive Accountability
• Book Review
  "Board Overboard"; Brian O'Connell. Jossey-Bass, San Francisco 1996
• Boys will be Boys...
• Setting Strategic Direction
  The first in a series of articles
• Governance in the News

Note: Good Governance Issues 1 and 2 were written in broadsheet form and were not published under the ISSN 1174-6130