Nurole CEO Oliver Cummings talks to three experienced Chairs about how they stepped into the most senior board position.

Angus Cockburn
Chair of James Fisher and Sons plc, SID of Ashtead Group plc, NED of BAE Systems plc and SID of Edrington Group Limited. Angus Cockburn served as Group CFO at Serco Group plc and before that, CFO and Interim CEO at Aggreko plc.

Beatrice Hollond
Chairman of F&C Investment Trust PLC, SID of Telecom Plus PLC; main Board Director and Chairman of Remco (US) and Chairman of International Advisory Board (UK) of Brown Advisory. Chairman of Esmée Fairbairn Foundation. Beatrice has Supernumerary Fellowship and is a member of the Investment Committee of Pembroke College, Oxford.

Justin King
Chair of Allwyn Entertainment Ltd, Chairman of Dexters and Non-Executive Chair of Itsu Grocery. Non-Executive Director of M&S and Itim Group and Senior Adviser to Snappy Shopper, Rezolve, Itsu and Atrato. Previously, Justin was CEO of Sainsbury's, Vice Chairman & Senior Adviser at Terra Firma and served as a director on a number of boards within the TF portfolio. He was also a Member of the UK Prime Minister’s Business Advisory Group.

Oliver Cummings
Nurole CEO, has 10+ years experience as a board member, currently as a Board Advisor to Thomas’s London Day Schools. He began his career as a private equity investor, working at Goldman Sachs Capital Partners and BXR Partners, where he was the youngest ever Partner. He has been Nurole CEO since 2016, helping it rapidly grow from a startup to over one thousand board placements a year. He hosts Enter the Boardroom, a top 10 Apple podcast giving you the information you need to get more board roles and become better board members.

Becoming the Chair transcript

 [00:00:00] Hello and welcome. Thank you so much for joining today's panel discussion on Becoming the Chair. For those of you that I don't know, I'm Oliver Cummings, Nurole's CEO.

The catalyst for today's discussion was our mastermind groups for Non-Executive Directors and Chairs where we bring Nurole members together to network and learn in a monthly peer to peer online curated Chatham House conversation format, discussing challenges and opportunities. If you haven't yet participated in one of these, I highly recommend them. You can find out more at murals. com forward slash board hyphen leaders hyphen network. One of the recurring themes in these mastermind groups is the chair role.

So I'm delighted to welcome three experienced chairs today to share their insights. Bea, Justin and Angus. Thank you so much for joining us. I'm a big fan of audience interactions. So as the discussion evolves please do drop in questions into the Q&A that you'll find at the bottom of the screen and share your insights, thoughts, or reflections in the[00:01:00] 

chat. One of the beauties of an online format is to have that interaction from the audience. And one of the things I particularly like is the thing I took from Adam Grant, who you ask people to use a hashtag. Huh. Followed by every insight that they have so that others who might've missed the thing that you took away from a discussion can pick it up and you benefit from the wisdom of the crowd.

So do feel free to drop in a hashtag followed by that insight. Every time you pick something up from the discussion that's happening. These sessions go incredibly quickly, so I'm not going to waste time asking our panelists to introduce themselves, their biographies were in the pre read. So I want to dive straight into the discussion and maybe just to kick us off.

I'd like to ask each of you to share how your first chair role came about and what has helped you to become a chair. Justin, can I come to you first, please? Yeah. Well thank you and welcome everyone. So for me I had an [00:02:00] executive career over a long period of time, general management and chief exec for 10 years at Sainsbury's.

And in fact, my first chair role was entirely accidental. I was chairman of the Manor Marussia Formula One team which was helping out a friend. Who was trying to pull it out of a financial crisis. And that's been a theme that's been consistent, really, for my chair career these last 10 years.

Invariably, it's been in challenging situations, a lot of it in private equity. And so I was sort of eased into being a chair because many of those were very executive like. responsibilities. And so I guess I had time to get used to the idea of how different it is being a chair to a Chief Executive.

I used to say when I was a chief exec that the best chairs are the ones that have long since concluded either A, they couldn't be a CEO or B, they've got being a CEO out of their system.[00:03:00] I like to think in the end, I was the latter variety. Yeah. Thank you, Justin. B, can I come to you? Yes, I mean, I think I was actually also very fortuitous in the way I became a chair.

I was actually a full time fund manager at Credit Suisse Asset Management for quite a few years, and I took a sabbatical, and while I was on sabbatical a family who I knew quite well was looking to set up their own family office and they wanted somebody to come and chair it. And they knew that I was you know, well, they thought I was, I'd left my job, but anyway, they allowed me to do it while I was on sabbatical.

And I think I was very lucky from that point of view, because it meant that the first chair role I had was in a business which I knew very well. I mean, at what had been CSRB, we'd built the asset management business. So this was building a family office, which was relatively similar. And, and so I, I had good, I had good subject matter knowledge.

And I think the other thing is I also didn't want to be the CIO there. I knew I, [00:04:00] I was going to go back to work at some stage. So I didn't have that sort of desire to be the CIO, but I think, you know, I had a lot of curiosity. So that's how it happened. I think my route was rather, rather, rather, rather different in that I gave up being an exec at the end of 21.

I'd been at home with COVID for long enough to know that my wife was going to go absolutely spare if I had a vast amount of time sitting around the house. So I thought the chair was a good bridge from my executive career. to a non exec career because you get the mixture of being more involved in the business but without the full time responsibility.

And, you know, I've been, I was lucky during my executive career, I sat on three boards, Houghton, GKN and Ashtead as a non executive and had seen how boards operate and I was very keen to Chair the Board and you know, for me, I'm going to learn as much from my [00:05:00] fellow panel members as anybody will learn from me.

And as I see chairs as being rather like wine, a good claret gets better. And that's been my experience with some of the chairs that I've worked with. I'm rather more a very nouveau, bourgeois nouveau at the moment, unfortunately. But then I. There was, I was struck by, I think it was Roger Perry in the recent Enter the Boardroom podcast, where he sort of, you know, summarised it as there are sort of two paths, and he sees it as an apprenticeship.

model where either you have to watch and learn a C as a CEO CFO or as a NED and hope that the chairperson you're watching is good. For those listening to this now who aren't yet on that path, do you see other paths to becoming a chair? Do you want to go with anyone in particular? Look, I mean, I don't think it sort of[00:06:00] 

bifurcates that, that way. I think the nature of being a chair is so varied and actually quite personal because it has to work for you and it has to work in particular for the chief executive. That's the key relationship dynamic. So yes, I think it's almost improbable that you will end up being a chair, never having had the opportunity to have watched.

someone being a chair, whether I was an exec or a non exec sort of matters not. And, you know, I've always taken the view my whole career that I steal everyone else's best ideas and learn from everyone I've ever worked with. I, I've never kind of liked the idea of a mentor or someone in particular that inspires.

I've always thought that there's the opportunity to learn from everyone that you work with and for. And actually, they don't have to be doing a great job to learn from them, as we all know you often learn more from mistakes. So I think that's the building [00:07:00] bricks of knowledge that you have acquired when you do take a chair for the first term.

Just looking at Caroline's question flashed up in terms of should you go straight? From exec to chair. You know, I think if you asked my first chief exec, he would have said it was a complete nightmare because there is an adjustment period. And I think the answer to that question would be no, unless you have served as a non executive director on a number of boards and made the mental switch, but at the same time have chaired committees of the board, which I see as part of the apprenticeship and As you know, just as you learn from good and bad chairs and good and bad boards as you go through.

I've been lucky. My boards have actually been pretty good, but you can see things that work in some places that you wish could work in other places. Yeah. And I think all [00:08:00] boards are different as well. And they need to be different because it depends on the business that you're working for. So I think that from that point of view, it, the amount of experience that you need.

To become a chair varies. To some extent as well. Yeah. There's some, some really interesting questions coming in. One about the sort of the differences between for profit chairing and not for profit chairing from Robert Dufton there. But also I think I saw a question there from Victor around the difference between private equity listed non, non PEO and businesses.

How do you sort of see that range? You, you've all operated in a range of different businesses. Angus, maybe can I come to you first? Well, my, I had 20 years as a listed company executive director before doing non executive. So I've advised, I've been an advisory board of a PE but never sat on a [00:09:00] One of the investment boards, so I think Justin's rather better placed, but I sit in one one board, which is owned by a charitable trust, and there's a lot of questions flying up on purpose.

And you know, that's really interesting. You go from big footsie hundreds to a company that is as big, but is actually owned by a charitable trust. And there's that purpose that drives a lot of what the board does, and it doesn't have to spend long on purpose. You know, and there's ups and downs, I'm sure, and Justin, as I said, would be better placed to talk about the direct courtesy, but I enjoy the listed environment as a NED and a chair.

Justin, you've got experience of both. Yeah, I mean, look, fundamentally The difference of chairing would eat sitting on the private equity board is that your connection to the shareholder or shareholders is much tighter. When you're doing a public company, it seems to be 130, 000 shareholders. So that's a very different [00:10:00] connection, very different communication challenge.

Whereas, you know, I've checked boards for. private equity investors who have a controlled investment approach. So, you know, I sat in board meetings with seven board members and I had eight votes, right? So you can be in a very controlling situation if you want to be. And it is more likely if you chair in a private equity environment that you will be towards the executive side of responsibility because the shareholders are providing greater levels of direction and greater level of control than is typically the case in dispersed boards.

And so, you know, it, it, it just reflects that really. I mean, ultimately your responsibility to share is to manage the board first and foremost. And that board composition is very difficult. It's largely independent in a public environment, very different from in a private environment where.

Generally speaking, if it's not a control investor, you've got multiple equity investors, you'll have all the social issues [00:11:00] of a bunch of people that often won't agree what day of the week it is, let alone the decisions the company should be making. Yeah, I think, I think when you were asking about chairing both you know, a charitable foundation or a FTSE 100, I do both and I think that the difference I find is that in a publicly quoted company, the board is pulling together and trying to figure out what's the best path forward for the company, whereas in a charitable foundation, you tend to sort of get your board from a much broader pool of People and they and they will have different agendas and agendas and they all want to be heard.

So I find it is more difficult to chair a charitable foundation than it is a FTSE 100 company. Really interesting. That actually comes up a lot in the mastermind group. So the complexities are both charitable and educational. The other difference I sense from, you know, having come from a private [00:12:00] equity background, it felt like we were relatively less focused on the monitoring element of the role versus what a public company and a charitable organisation does.

Institution might be more focused on what I call the stewardship element of the role. Does that resonate for all of you? I've never sat on a list of companies. So I don't know but My sense is that much more time is spent on sort of the regulation And sort of compliance side of things in public companies. Yeah, I mean, I think that's right.

Well, I mean I've tended to do mainly investment type companies And certainly, you know the fca Or another regulator is is probably tougher than the Charity Commission, which is the regulator for foundations. But I mean, I don't like being on boards where governance takes up the majority of what we're talking about, because I don't really think that that gives a huge amount of value added to the [00:13:00] executive.

It certainly needs to be done, and it needs to be done well. But, you know, I think Hopefully what they're looking for in a non-exec or, or a chair is, somebody who, who might actually sort of stimulate their thought processes in ways that they weren't thinking about at the time. I see the role of the chair is and the board actually is to raise the game of the executive to be better to look better and having good governance and making sure that that governance is properly done as part of it.

But as a non executive director, it's far more fun talking about the business and strategy and. You know, so you've got to be quite disciplined as a chair so that you're, you're getting the right balance between making sure the governance is right because I've experienced where it goes wrong. It's very time consuming and very painful.

And also the fun bit, which is the hearing from the business and talking about the business.

I mean, it's true, it's true. I mean, public companies in the past have [00:14:00] had different requirements placed on them in terms of. Governance which private companies in many instances have, have chosen to operate very differently. But, you know, we're seeing that radically change. Some, I think, probably identify what happened with BHS as, as a sort of moment of change in, in, in terms of, you know, public interest entities and the requirements that private companies have to behave in a more.

Broader constituency way, but I, I think the other big thing in this is that you do see people often, particularly in private environments. And I think this is very true in charities. I chaired one myself where people. actually get quite confused about what their role as a director is. They think they're there to represent a particular constituency.

I sat on the Olympic board back in 2012 and Jonathan Edwards would always represent the athletes in a very partisan [00:15:00] way. But once in a while he had to be reminded his job, whilst he was there, because he was the athlete's representative, his responsibility was to the company, not to the athletes primarily, and I've I've seen lots of examples of that in my well, executive career, non executive career now as a chair, where people sometimes have to be reminded what their role is, actually, what their responsibilities are.

Yeah, I want to move on to just talk a little bit about what your chair playbook looks like today. I'm sort of being very struck recently by a piece from Reid Hoffman on the the eight rituals common to the most successful boards he works on, which tends to be in the sort of scale up space. Really interested to hear from each of you what rituals you employ as a chair on your boards.

B, can I come to you first? Yeah. Well, first of all, where I chair board meetings, they have to be in person. And [00:16:00] so that, that to me is important because I think you, you just get a, get from a much better conversation. I think everything online is better than hybrid. I really don't like hybrid meetings at all.

I think the other few other things that I think are interesting is as a chairman, you really get to help form the board. So that is a role that I really like looking at and how you shape the board. I think that, that is one of the things that's, you know, very good as being a chairman.

I think the other thing is you, you always summarize. What you want to get done during the meeting at the beginning of the meeting so that everybody knows where the focus is. I always have a pre meeting with the executive beforehand so that I know, you know, where we think we want to get to. It doesn't always end up that we get there because I would hate to think that I was such a dictator that I wasn't influenced by others opinions.

I think I can be. And I suppose the last, you know, the most important thing is obviously to listen, make sure that every board member gets a voice. That's important, I think, as a chair to allow that to [00:17:00] happen. And I think, as Justin said earlier, you know, the relationship with the CEO is incredibly important as a chair.

I mean, you really need to work on that as well as working on the whole board and making sure that you get them together enough that coalesce and actually listen, hear other people's voices and make sure that they are, you know, that everyone gets, gets to be heard. Brilliant. Thanks, Pete. Justin, I know you have a different view on the or not view, but approach to the online, offline thing, but it'd be great to hear what, what are your risks?

Well, no, I mean, I actually completely agree with Bea, but I'm just a bit of a hypocrite because I do sit on some boards where because of the pressures on my time, I do dial in and I take that opportunity, which I recognize exactly what Bae says. I think it's suboptimal. So I'm a bit of a hypocrite in, in, in that regard, but it is a trade certainly.

companies that I do that with the view that it's a trade to get the, [00:18:00] well, I like to think about the quality of the individual that they want to have on the board, if that's the price they have to pay. I do think as part of that, I'm a fan of less frequent, not more frequent board meetings. I'm a fan of bigger board meetings more, less often than shorter board meetings more frequently.

Because I, one of my rituals, I want to break the cycle of the board away from the day to day of the business. I, you know, the communist era, I think boards it's certainly in a PLC environment. This could be, again, a bit of a different private environment where these two things sometimes are quite explicitly combined.

But you know, executives need some headroom to actually get on with running the company. And so, you know, I once had a board member say to me, we've got sales data that's six weeks out of date. And I remember when I was a chief executive, I remember saying, if you think you need the last six weeks sales data to make any decision you have in front of us, you're thinking about your job the wrong way around.

So I like breaking that direct connection. I think the [00:19:00] CEO's relationship. for the chair, as B's already said, it's pivotal and the ritual of how you ensure that relationship remains strong. You know, there's a kind of trite line, isn't there, that the job of the chair is to support and challenge the CEO right up to the day they fire them.

I did say that. in a Q& A once, actually, with a business that I just joined. I discovered it was quite a literal business because the follow up question was, when are you going to fire him then? So but there is some truth in that, that, you know, you have to be there stalwart and in the best chair I ever had, or I won't name their support during times of incredible challenge was pivotal.

I would not have succeeded as a CEO if it wasn't for that support at a difficult time. So I try to be that chair to my CEOs because I've seen what great looks like from the other end. I think that investing time outside the boardroom is really important. So we tend to try and do [00:20:00] committees in the afternoon and then a dinner and then the board the next morning.

And the dinner, whether it's with the NEDs only, or with the whole board, or with some of the hypos, or the exec team, it does allow relationships to be formed, which doesn't lead to a cozy board, which I think is wrong. It's a board where each individual feels they can challenge and really take someone to task, but without putting their relationship at risk, because the relationship's been built outside the board, and it's strong enough that you can disagree.

on something. And then as you go forward, cabinet responsibility, you know, even if you don't agree with a decision, there's no point in somebody saying, Oh, I told you so. I told you. So I think it's really important that a board comes together at times of crisis and being a NED, it can be slightly frustrating because you you're in the board and then there's a tendency to walk out of the board meeting and you don't do something for another [00:21:00] six weeks.

And I think having a NED, the non-executives only, some people do it before, I like doing it after the board to get a reaction. And for any frustrations or issues they can raise them at that point. And by doing it. after every board, you don't freak out the execs suddenly thinking, why are the NEDs all meeting?

If you do it each time as part of your process I found that that works very well and then have, I'd be able to have a conversation with the CEO and, you know, feedback any concerns that the NEDs have. You've all sort of touched on the importance of relationships, and I guess sort of two, the key ones as a chair is managing your CEO relationship and your non executive relationships.

Are there any of you able to share any sort of horror stories or difficulties? Difficult moments with those relationships that people listening might be able to, to learn [00:22:00] from. I can just say quickly, I haven't had one yet, but, so I'm, I'm happy to listen. I've had, I've had lots of looks, and I, I noticed in the comment stream, actually, someone said.

Surely the most important relationship is shareholders, not the chief exec. Of course, you know, fundamentally, in the end, the job you're doing is ensuring the company is run for the benefit of shareholders. I should say, by the way, in British company law, the shareholder doesn't have primacy. You are required as a board to be mindful of multiple constituencies.

I've always taken the view, of course, if you manage all those other constituencies as well, that that is. ensuring the primacy of the shareholder because it's in the shareholders interest. I think about the relationship with the CEO in the same way. I don't think the chair can possibly discharge their responsibilities fully and effectively to shareholders or a shareholder because I've been in that situation as well.[00:23:00] 

Without. Ensuring that they have a high functioning relationship with, with the CEO. You know, the, the, the obvious point, and I take pleasure in saying this, in answer to your, your question, Ollie, is when you have to remove the chief exec, and I've removed a few. And in the private equity world, I've also been on a board as the shareholder representative where I've had to remove a chair who was an, in inverted commas, independent chair, albeit that we had control investment.

That's by far the most challenging part of the role. It's, it's, it's no fun at all. Anyone that says sitting in a room Telling somebody you're about to destroy the center of their lives is anything other than a painful experience is probably a sociopath. But it is the single most important thing ultimately when it does have to be done that you will ever have to do.

It's, it's, if you like, it's the it's, it's the really the only thing the chair can do that nobody else can. That [00:24:00] comes up regularly actually as a topic. How did you approach that specific challenge, Justin?

Well, I mean, ultimately if, if you have an extensive executive career, it's pretty unlikely it's the first time that you've had that kind of conversation. You've probably had it many times in your executive career. And I don't think it's any different. I mean, it's a kind of paradox, which is, you know, we always say about performance reviews, that performance reviews should never be a surprise.

You know that you should be regularly reviewing the people, their performance. You don't wait. Until the moment comes and then do a sort of didar in the performance where you say you think you'd be doing a good job, but actually I think you'd be doing a terrible one. The same should be true around the boardroom table.

Although I've never had a conversation that wasn't, I thought it was going as expected. And yet a total surprise when, when I [00:25:00] started the conversation, I think it's almost in the nature of chief execs, you almost have to have the blinkers on in that regard. And, you know, ultimately it's, it's the same, you know, you, you need to prepare well, you need to be clear of the reasons why, and, and have.

Hopefully a modicum of humanity in the process, because it is a devastating thing for the individual without exception. I absolutely agree, Justin, and I find the relationship between the chair and the CEO is pivotal, and in many ways it's a lot closer than the relationship you have as an executive with your colleagues or people working for you.

And it is a wrench and it's often, you know, not. The individual, the individual, is in the wrong company at their own time. They're, they're very capable to have got there in the first place, but they're just the wrong, the wrong person at, at that point. But at the end of the day, you are driven by what is right for the [00:26:00] company and all the responsibilities that go with that.

Yeah, really interesting. Well, one of my other observations is that boards typically don't rotate their non-execs fast enough. How is it similar. Discussion that you have with your non execs if you feel like someone is either not performing or being obstructive, or is it a different conversation and a different lead up to that performance management discussion with a, with a non exec?

I, I've seen some boards, I've been on the non-execs don't have performance appraisals, but to me, each one should have a performance appraisal each year. And by the same token, there's been quite a few comments on, on the chair and the, how do you deal with the chair's performance appraisal, and, you know, that, that is very clear, the senior independent director.

Goes and gets feedback and then writes out a performance review and has a conversation [00:27:00] with the chair. And, you know, if the chair doesn't listen and doesn't respond, then ultimately that senior independent director will on behalf of the board, will make it absolutely clear that the chair has, the chair has, has, has to step down.

Yeah, I think, again, I said earlier, be careful of being binary in the comparison between private and public, but I do think that, you know, the public boards have sat on as an exec and as a non exec, there is a tendency to let it ride with non execs, not perhaps with the SID or the chair of the audit committee or the chair themselves, but I've seen public company boards basically they'll be off the board in a couple of three years time, so.

kind of what's the point. And back to my, you know, an earlier comment I made about, you know, that actually doesn't cost very much. So it's not like you're going to save much by getting rid of them. It's the sort of Ken, do you remember the Ken Morrison comment about non execs? [00:28:00] They cost about the same as two checkout operators and are a lot less useful.

And so, you know, I've definitely seen that, whereas in the private environment I've always seen a real sharpness about only wanting to have people around the table, exec or non exec, who are contributing. And I think you have to remember part of the responsibility is that it's a functioning board you're trying to achieve.

And we all know that dead weight in teams. has a much more detrimental effect than just being in themselves a dead weight. And so I think it is a responsibility of the chair of the board to ensure that the board functions. And so you should, you should take the same view as you would, as if they were executive, if they're not delivering and not performing, coach, train.

develop if you can, but change if you can't be. Is that consistent with your experience? Yeah, I think that's fair. But I sadly I also do see Justin's point, which is obviously [00:29:00] not where I chair, but because I haven't had that issue myself, but where I am on the boards of a couple of companies where there are people that You know, really, I start to roll when they ask a question rather than, you know, brains engage and, and and, and yet they are allowed to, you know, run on till the end of their term.

So I do see that as an issue.

I'm keen also to explore how you all think about allocating your time. As for chairs, there's a wonderful piece that I came across a while back on from HBR on how the highest performing CEO spends their time, which I found incredibly instructive and maybe realized I had a gap. But I haven't seen something equivalent for chairs.

I guess maybe I can come to you first and think about how you spend your time as a chair? Yeah, I think there's a couple of ways. One is in terms of, you know, what's the agenda of the board meeting going to be? And, you know, how, how do you [00:30:00] get the most value out of it? And, you know, coming back to the goal of raising the game of the execs, you do have to do the governance and the rest of it.

But, you know, you want to spend as much time as possible. And what's ahead and what the strategic challenges are and how the bus, the business is gonna deal with, deal with it, the, the capability, you know, for, you know, for from, you know, my, my perspective, the board should be dealing with.

strategy. It's an absolutely key part of any board discussion. And then looking at the capability it's got to execute it, the process with which, how it's going to execute it, and then the behaviours, making sure that the behaviours of the senior leadership, the organisation are consistent with what it wants to be.

And I think you can't do everything. And I think the focus of these four areas from a board. The meeting perspective is key. And before this session, we had an [00:31:00] interesting discussion, you know, and Justin will talk about it, I'm sure, in a minute. This is how you, and Bea actually, their experience in allocating time between being your chair role and then your other roles that you have in your portfolio.

Yeah, I mean, I think that I, I agree, I think one of the most important roles for the chairman is to make sure that the agenda is Is a good agenda with enough sort of meat in it that people have got things to discuss that you, the chair keeps to a sort of a, you know, keeps the timing of the meetings well so that you get enough time to talk about the important things which are the things that are going to be useful to the, to the executive in, in the longer run.

And I think the other sort of the thing that one as a chairman, you should spend time doing is, you know, time with both the chief executive and with the board, particularly the non exec boards board members so that, you know, everybody, so that you have a sort of high functioning, high understanding board.[00:32:00] 

I think that's sort of one of the roles of the chairman too.

You asked earlier about rituals and routines on the boards that I. Chair. I typically have about a quarterly one to one with all of my fellow board members. Generally how, I don't bolt them onto the board meetings because the purpose of them is not to discuss what's just been discussed.

purposes to try and keep it at a kind of higher level of contribution. I noticed one of the comments that popped up when they said about someone rolling eyes that sometimes it's people rolling their eyes that are the problem. I agree completely. But I think that's why you have to build those one to one relationships because it's in those conversations where you can talk to people about the contribution they're making or not.

And the dynamic in terms of the impact it's having on the dynamic of the board. There was also a comment about a sort of formal board evaluation. I've been through a few of those. And, and they are, I think for sort of big complex boards and [00:33:00] big complex companies worth doing, not too frequently.

A bit like my comment earlier about a performance review. If you hear a bunch of stuff. In a board evaluation process that's new news, that's probably because you haven't been doing your job properly because you shouldn't hear a bunch of stuff that's new news, you should have the lines of communication open.

I should say as well Ali, keep an eye on the chat, quite a few people saying It's a very well rewarded chair, and there's quite a lot of people on the call who haven't been a chair yet, and they'd quite like to spend some time talking about how do you get to be a chair in the first place, which I guess we haven't talked much about.

Yeah, well, let's move on to that in a second, because I think it's important also to sort of understand the role in order to know where you're heading to and work backwards from it. So just one last question on that topic before we move on to that, which is how many of you have mentors or coaches? As chair, so I was talking to one of the podcast guests recently who was advocating saying, look, who looks after the chair, who [00:34:00] challenges the chair, who gets them to step back.

You've, you've all touched on the role of the sit a bit, but do you have mentors or coaches or, or other sounding boards outside of the board that you use to keep your thinking fresh and challenged? But personally not, I tend to rely on the SID if I ever want to have a, you know, if I feel that there's something that hasn't gone so well and I want to think it through, then I'll rely on the SID.

It's interesting, I'm, I'm Sid on a couple of other boards, and I hadn't realized, which is probably a shame on me, the importance of the role of the Sid until I became chair, and I'm fortunate in, in my chair capacity that I have a fantastic Sid who I have a fantastic Sid who you know, we've been through some pretty challenging times, and I think it's great and really important for the chair to be able to pick up the telephone and have a, you know, no holds barred conversation with the SID.

And that relationship actually is a lot more important than it might [00:35:00] be. particularly in times of trouble than I had appreciated previously. Senior independent director. And that's the most senior of the non-executive directors, Liz, and it's something that, you know, I found really, really, really, really helpful.

I don't have a mentor outside I have to say as chair. Yeah, really interesting. So let's wind back then to talk a lot about, you know, once you're in a role, talking about that sort of transition of how you get there. What do you feel were sort of the key barriers that you had to overcome to get that first role, to the extent that you felt that there were any and what do you see as the barriers for others?

Looking to make that transition be like yeah, I mean, I mean, I think I explained. I mean, I think I just got very lucky with my first chair. And then [00:36:00] after that, it was to start off with really word of mouth. But I think if I'm trying to talk about it sort of more generally, I think that. It definitely helps to, you know, I think obviously to have been an executive but then to have taken on a non executive role.

And then often, actually, if you get to be Sid, that's often another stepping stone to become a chair. Because what you're trying to you know, what people want to see is that, you know, you have, you know, sensible views with a, with a mindset where you, you can listen and challenge. And, and, you know, so you have to be able to show that you've got those qualities and people see that in a boardroom.

Yeah, look, I think it's very hard to become a chair if you haven't built a reasonable experience base of being a non executive director. I think most boards, certainly it was my experience, are really quite suspicious of the [00:37:00] idea that someone who's just stepped down from being a chief exec has quite got it out of their system, as I said earlier.

And whilst there have been circumstances where I've done chair roles where In, in truth they really wanted to hire a surrogate CEO and therefore that was partly my route in which, my early chairs were quite executive in nature and so people were attracted by my sort of willingness to do that.

Most chair opportunities are not. I, I think therefore being a non exec, certainly I've always encouraged my boards as an exec to have one appropriate and relevant non exec role because I think it helps broaden them and gives them learning and understanding from, from other boards and other companies and other sectors perhaps.

So I think being a non-exec is a great thing to do in practical terms, if you've been an exec, probably only one. I think what Bay has done you know, I actually did chair a charity back in my thirties. And, you [00:38:00] know, I think that's something you can do and whilst there are differences, as we've observed, in many ways, the challenge of making a charity board functioning is often greater.

So it's a great and relevant experience to demonstrate that you have that knowledge. If you're talking about stepping up on a board you're already on, I personally have. In fact, I can't think of an example of a SID on any board I've been involved in successfully setting up to be chair. I'm not convinced that's a good route, I think, to some extent.

You're almost counted out if you're in a public company, because if the chair doesn't go, your job's to find a new one. It's quite hard to say, I can't find anyone there, but I'd quite like to go. And, you know, I don't know what the data is, perhaps Ali could tell us, but I would guess probably 50 percent of chairs are appointed from outside the company, rather than the promotion, if I can call it that of an independent NED. So it's quite likely you're building an experience base to go and be chair [00:39:00] somewhere else, as much as it's likely that you're going to step up on the board that you're on. Yes, that's in the listed company environment. Now we've got nine years. It's you've, the timing of it makes it quite difficult in quite a few circumstances.

Yeah. I think going back to the question, I know that, you know, my first CFO role was out in Hungary with Pepsi, largely because nobody else wanted to go and do it. And I think if you are looking for your first chair role you know, everybody always says you need to have experience. Well, you've, you've got to be careful, it's like your first NED role, you've got to be careful of.

When you join, but you've got to be probably more flexible than you in terms of what you'll do. I'm doing a turnaround. And it is very, very challenging, very interesting. And it's a great way to learn the skills of, you know, being a chair when you've, you know, you've got gunpowder in your [00:40:00] nostrils, the whole time, the whole time.

And I think Justin's point about having. Experienced difficulty in your executive career is a real prerequisite because I think being, being a chair when the sun's shining and the the sea is calm is reasonably straightforward, but it's when things go wrong that you need to be able to call on experience from your own past to continue to be an, you know, an effective chair.

There is a school of thought that says to be a chair of an organisation, you need to have industry knowledge. Is that something you would all agree with or a different view? Do you need industry knowledge to be able to take on your first chair role? I mean, I think that where I'm in my executive rather than, I mean, my for profit roles, yes, absolutely.

I think it's incredibly helpful to have industry knowledge. So that means it makes for easier conversations. I take a different [00:41:00] perspective to be, because it's a different industry. And it's not financial services. And I think being a chair is an art in itself, and is not necessarily industry specific.

I think it's helpful as you learn the industry, because you can input more and challenge more, be more helpful in terms of strategy, and you learn the market. But I think actually going into something where you don't have a preconceived view of how it operates is actually quite healthy and, and, you know, and it will focus you on running the board and not trying to run the company.

Yeah, look, I mean, the chair is part of a team and ultimately it will sometimes be necessary. I sit on the M& S board. I've been on it for five years. Archie Norman chairs itself evidently. I think now most observers externally would say The business has been well chaired And his very [00:42:00] specific industry knowledge was highly relevant to that and previous chairs Who didn't have that knowledge had really struggled with the challenges of the business So I think it does depend.

I've proactively tried to chair in places where I have no knowledge at all, partly because I'm sort of acquisitive of knowledge. I like that I chaired a wind business in North America and I've just been looking at a picture I've got of me standing on top of a 90 meter tall wind turbine somewhere in Texas.

And so I kind of, I like that. That stretch that comes with that, and if you do that, of course, it places a very high bar on the executive team that you recruit because you're not there to substitute them. I think that's a wider point, by the way. I think boards more generally amongst non-execs are often constructed too much with a mindset of filling gaps in the executive skill set.

If you've got gaps in the executive skill set, you need to recruit. recruit the execs to [00:43:00] fill those gaps. That's not to say it's not super helpful to have execs that have deep knowledge in something that the business is particularly wrangling with at the moment, whatever that might be. Interesting.

And what about that functional dimension, if that's the sectoral dimension? I saw a question there from, from Victor around. You know, is it possible for people who've come from a sort of professional services, bankers, lawyers background? Obviously, there are lots of chairs who have had that background. One of my observations is sometimes they can struggle initially with credibility with the management team over time.

It's fine, but getting that first role can be very difficult if you haven't had that industry perspective. What are your takes on that? Bee, what's in your experience of that? As I think some of the commentary says, I mean, you know, my, my experience is within the investment management regulated industry.

And I think as a [00:44:00] chair experience is important in that industry, just because you really need to understand the regulation behind it all. It's not that people can't learn it, but it's just, I think it's, it's, it is a very not complicated, but regulated area. I think, you know, I can completely sympathise with Angus that it's and Justin, that it's different elsewhere.

Justin, what about your perspective there on sort of lawyers, bankers, and other sort of people who haven't come from an executive background, per se, as, as chairs? Well I don't think it disqualifies them but, but I, I, I think it really depends the, the kind of career that they've had because, you know, it's perfectly possible to be a partner, a Magic Circle law firm, and never having done anything really that might be relevant to the idea of chairing a board.

So I think for people that come from the professional services [00:45:00] background, the other ways of getting experience of being part of a board, how boards function and so on, become more important because they're, you know, the credibility gap, I suspect. You know, it's clearly not a credibility gap about intellect.

And, and I think it's gonna, I, as you, as I said earlier, I don't really think, kind of lack of sectoral knowledge is a disqualifying factor if you are going to be a, a, a non-exec. So it will be the idea that they haven't really got experiences that are relevant for the role of, of chairing a board.

So you need to demonstrate that you've built that experience either 'cause you did get that opportunity within your professional services environment, because you took the opportunity to do it. alongside your day job responsibilities. I agree with Justin and actually, as it turns out, my favourite SID, senior independent director, is a lawyer from Magic Circle firm.

And, you [00:46:00] know, you know, she's very rounded and very, very, very strong. I think it is individual. Individuals at different circumstances, and I think there's another element, which is not just the professional services, but you know, in terms of what functions. I think there's an increasingly broad range of functions.

You know, whether it's people or technology that is finding a way to the board as digital becomes ever more important. I think you're seeing more non traditional if you like hires. Onto the board which I think will strengthen the board in time. It shouldn't just be CEOs and CFOs, which it has been traditionally.

Yeah, I think it's interesting. I mean, one of the things that strikes me when I look at the roles coming through the new role platform is that it's not enough just simply to be able to do the role.

There are lots of people who could do the role and do it well. What is it that makes you stand out versus other people who could do it? Is there anything from your experience that you think has helped you stand out, or if you were helping an organization pick a chair now, that would give you confidence that someone listening to this now, thinking about how do I become a chair?

could work on to help themselves differentiate that USP. I think there's two, two elements in my, in my view. One of them is the chemistry with the CEO and the rest of the board. And, you know, that is a really important piece of it. And for the non-execs, the CEO thinks you're somebody they can work with.

And then I think the other is back to the apprenticeship right at the start, that you have had varied experience, not just as an executive. But sitting as a non executive while in an exec role, I think is really, really important. And you've seen things go [00:49:00] wrong. You know, I would never hire anybody who's had a perfect career because at some point, any company I've been involved with, something really bad happens and you've got to be able to deal with it.

And you've got to have been able to deal, you know, have seen it before.

Yeah, I think I think that's those. Those are very good points, I suppose. The other things that you know, I would look out for if I was hiring a chair would be their ability to be empathetic and their ability to listen, because I think those are two skill sets that the chairman really needs to have as well as engaging with the board and engaging with the chief exec.

Okay, thank you. Just Justin from you. See, fundamentally, it is a general management role, isn't it? And I think that, therefore What you you know, there will always be circumstances where people, even via their chair role, are looking to bring particular skills [00:50:00] to, to the boardroom table, or particular diversity in the broadest sense of that word to the, the, the boardroom table.

But I think that You know, ultimately, therefore, you have to demonstrate some relevant experience and you have to demonstrate some relevant desire. To play in that space. I think a lot of people sort of assume that a non executive career is what they will do after they've been an executive.

And yet don't prepare themselves for it and then wonder why they don't. Get the job. Whereas, weirdly, for the whole of the rest of their career, if they've had an ambition to do a particular role, they've thought very hard about how they prepare themselves to, for, for it. And, and I think, you know, it is as challenging as that.

It's a relatively small field after all, compared to the number of executives coming out of executive employment, looking to be first and foremost a non [00:51:00] exec, and then perhaps ultimately ultimately a chair. I could say one other thing. I think curiosity is an incredibly important trait as well. I mean, you have to really want to ask questions.

Someone posted on the message board eyes and ears but no hands. I rather like that. And time has flown by, which means it's time sadly to move to the wrap up. I can see there are so many questions that we haven't been able to cover, and we will distribute a summary of this. But before we wrap up, can I just ask each of you for your three takeaways on becoming a chair for those listening, if they take nothing else away from today.

Bea, can I come to you first? To become a chair, or what are the three things that I think are important being a chair? Sorry, I didn't quite get which one you wanted me to ask, answer. For becoming a chair. Becoming [00:52:00] a chair, it's actually quite difficult. I mean, I think that you mean, I think it's a lot of the things we've already said today.

You know, you have to have the ability and desire to listen and want everybody to have a voice. You have to be curious. And I think you have to want to engage. Across the spectrum. So, you know, with your chief executive, you want to develop that relationship plus with the non-execs and in some businesses, but not all of them.

You need to be able to go at least a level down from there. I would think. Thank you. Angus. I think you've got to go into it with the clear, leave your ego at the door, and the role of the chair is to make the exec look better, perform better. I think serving an apprenticeship and seeing different chairs and learning from the good and the bad and being on a board and then chairing your Committees, [00:53:00] committees of the board ahead of time is also really, really important and I, you know, I agree with, you know, what Bea said in terms of the personal characteristics.

You've got to be very conscious of it as you step into the chair role. Brilliant. Thank you, Agus. And Justin? Yeah, well look, don't, don't trust, sort of, to serendipity. You know, being a great Chief Executive, CFO, or indeed any other senior executive role, it is neither necessary nor sufficient, actually, I think, to be a chair.

It's a sufficiently different role that there are other routes in. Don't trust a serendipity, prepare and all of the things that we talked about earlier in terms of preparation and the opportunities to demonstrate that you have acquired relevant knowledge and experience of how boards function is something that you, you should do.

That's what I [00:54:00] think. Kind of leads to the second point, which is you will come across a lot of chairs in your working life one way or another, and you should take the opportunity to learn from them and get close to them. I, I'm not sure whether mentoring is quite the right word, but, you know, the opportunity to shadow, the opportunity to sit and discuss with people you see doing a good and a bad job will stand you in, in good stead.

And I suppose, you know, don't assume if you're on a board that that's going to be your route to. to chairmanship. And I, and I say that partly because that can be a very destructive dynamic in the board. If board members are spending a lot of time and energy worrying about how they get the big job when it comes round.

And, and of course, often, because as Angus said earlier about public companies, where you're on a formal timetable, it's the one job you're doing where people kind of really know when you're gone. And, you know, I know when I announced I was leaving as a Chief Exec, my half life was about three months before I was no longer effective in the [00:55:00] organization.

And yet, you know, most chairs, you know, two, three, four years out when they're going and board members jostling, but that's horrible in terms of the dynamics. So don't assume that you'll make it on the board you're on. It's highly likely it will be on another board. Thank you, Justin. Thank you so much to all of you for joining and a special thank you to our panel for sharing their experience.

I can see from the comments that have been coming in, that's been hugely valuable and hugely appreciated. If you are involved in NED or chair recruitment, the core mission of Nurole remains helping boards run a more extensive search process. And we continue to invest. Size of our team and deliver better searches.

And now with over a thousand non-executive and share placements a year, we are a market leader, but we are also investing in building the value for Nurole members beyond just roles. So for those of you who are not yet signed up to the Nurole board community which is the paid tier, not the free tier that gives you access to the roles, I would encourage you to explore it.

For example, if you'd like [00:56:00] access to the recording today, that will be available in the community member space. The board community also gives you access to monthly networking events, expert-led sessions on current board topics. At this one discussion thread to leverage the hive mind of neural, which is one of my favourite, where you can ask a question to the neural community and you get the wisdom of the crowd.

Candidate workshops and mentor matching. We'll send around further information about community membership after this event. And for those attending today, we're running an introductory two weeks free offer for that. So with that, you'll be able to attend events and revisit past webinars. And read other board members' discussions on topics like strategy CEO relationships and board meetings So all that remains to be said again is thank you again to all of you for joining and a huge Thank you to our panel who've been absolutely brilliant Bea, Angus and Justin.

Have a great evening and thank you. Thank you.