Expert Coaching. Practical Resources.

May 18, 2023


Andrew Bergen

How Confident are you that your board’s direction reflects its current values?

“The unexamined life is not worth living.” – Socrates

Consider for a moment who you were twenty years ago (or more accurately, who you perceive yourself to have been.) Compare that picture, those memories, with who you understand yourself to be now. All of us will notice some changes – and that is very healthy. These changes won’t just be the physical changes that come with the aging process, but also changes in our behaviours and our worldview and values that inform our behaviours. The values that served us in our teens are likely not sufficient to serve us well at the age we are now (assuming all readers of this article are older than 19).

As I look back, I can clearly see a driving value for me was to ensure I was respectful and could learn how to fit in with societal expectations around me. While that set of values has not disappeared from my life, another set of values has come to the forefront as I am moving through my 50’s. These new values are driven more by a sense of needing to be fully honest and transparent (while still holding on to the value of respect).

Many of us, myself included, grew up with the message, “If you don’t have anything nice to say, don’t say anything at all.” This kind of perspective has often led me to mincing my words and not necessarily being as clear as I could have been with what I am thinking or feeling. Currently, I am much more inclined to lean towards the idea that “being clear is kind. Unclear is unkind.” (Brene Brown – Dare to Lead)

Organizations, and the boards that lead them, face a similar growth trajectory. Values that served an organization 20 years ago are likely to be insufficient to address the values of ownership in the current time. We learn things as we grow, as society continues to evolve. It is important for boards to examine the values that have shaped their policies in order to be confident that they remain relevant in the current context.

How might a board go about this work then? An underlying concept is that the board’s policies are values enshrined in words. A starting point is for the board to examine its policies for the values they express. On a regular basis (no less frequently than once every three years), the board should examine the policies it has written and determine their sufficiency to express the values of the ownership in this time and place. It is easy, during this examination, to simply review the words of the policy and quickly determine ‘all is good’. However, boards would be well served to dig deeper. Ask yourselves, “What are the values this policy is attempting to express? What assumptions are behind this policy? What have we learned in the past year or two that might challenge those assumptions, and might show us that the values underlying policies are shifting?”

The scandal surrounding Enron, and the company’s eventual collapse, occurred nearly 22 years ago. This occurrence dramatically impacted board room policy and behaviour. I’m guessing that some of this impact will be seen in your current board policy. If you use the Policy Governance® model, Enron’s legacy is likely in your Executive Limitations policies on Financial Conditions and Asset Protection. I’m also guessing that many of us, when we look at those policies, don’t automatically think, “Ah, yes, Enron.” Those policy statements have become ‘par for the course’ now, enshrined in how we see the world. Had that not become the case, organizations would remain vulnerable to similar, fateful outcomes as Enron, a good example where an assessment of values led to changes in board expectations.

One of the benefits of the Policy Governance model is that it is inherently built to address shifting values and expectations. The model itself does not determine what the board’s values should be. The model simply provides a systematic platform so the board can be ensured its owners’ values are reflected in policy and organizational behaviour.

We are constantly facing new challenges to our perceptions, new opportunities to re-vision how we see the world. Within the recent few years, organizations were challenged to consider what ‘ethical investment’ strategies would mean for themselves. Much more currently, boards are facing issues related to Equity, Diversity, Inclusion and Justice – a very complex and deeply important set of issues to address.

As you move forward with the work you do as a board in any issue that faces the board, consider the following:

  • Examine what you have already said (if anything) in your policies related to that issue. Has the board set limitations for the CEO? Has the board defined its own related behaviours in its GP and BMD policy set? Has the board reviewed the directions it has set for the organization in its Ends policies?
  • If you have not yet written anything in your policies related to the issue that faces your organization, take the time to uncover what owners’ values are in this area, and determine where and how to reflect those in your expectations as defined by your policy.
  • If you have written policy language related to the issue(s) at hand, take the time to deeply consider what the values are behind your current policy language. Do those values continue to serve the organization and your ownership in the current context? What might have changed in your assumptions about your values since the policy was crafted? How might your new learnings be reflected in a more relevant and current fashion?

Challenge yourselves to be a board that is willing to examine its values. As you do so, you will find that you are building an organization your ownership would say is worth what it costs to produce expected outcomes.



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