After serving for a year on the Goldbelt Board of Directors, I now have higher standards for former directors who are up for reelection or running for a new board such as Sealaska or Goldbelt. Consequently, I’ve developed a more informed voting decision process, and I thought I’d share it with all of you in case you find it helpful.
As a shareholder, if there are candidates who have served as former directors, I will try to learn the following before I cast my vote:
1. Did the former director/candidate attempt to build relationships with fellow directors or were they divisive or closed-minded the point of view of others?
2. Did the former director/candidate keep a professional distance from “Management” so he or she could maintain objectivity on the Management’s performance? There should be a healthy tension between Board members and Management to ensure objectivity, which benefits shareholders interests.
Of course, board members should have a friendly, professional relationship with Management, but it’s the director’s duty to understand and evaluate why Management does what it does thoroughly. This sometimes gets uncomfortable for both parties, but it comes with the territory.
3. Did the former director/candidate make the tough decisions and not let personal relationships drive Board and Management decisions/actions?
4. Did the former director/candidate contribute in a meaningful/valuable way to the decision making process?
5. Was the former director/candidate an active catalyst in moving shareholder interests forward by being open to higher standards of Board and Management performance on new business initiatives or ongoing operations?
6. Does the former director/candidate challenge issues of conflict of interest, nepotism, and undue influence of power when it occurs or when it is embedded in the current corporation?
7. Was the former director/candidate respectful to other directors or did they intimidate, belittle, or use passive-aggressive behavior?
While this is a weird item on this list, disrespectful interaction with fellow board members does not build trust and creates a divisive environment. There will always be philosophical differences, but treating fellow directors with respect is fundamental to being a board member. Each director has something valuable to contribute, why not build trust rather than take it away?
Obviously, you’ll want to use private messaging or other discrete forms of communication when asking these questions, so their former colleague will feel free to share their perspective honestly. (A public forum isn’t the appropriate setting to ask former colleagues/directors the former director/candidate’s past performance based the seven things listed above.)
I hope this list helps you as you vote for in the upcoming elections!
Goldbelt and Sealaska Shareholder