- Peter Hennessy, Cabinet, 1986.
If the chairman is a person to whom
deference is afforded by the group, the decisions made by the board will be influenced
by how the board members predict the chair’s preference for, and expectations
of, the final determination.
A chairman must appreciate that in order to
ensure a high standard of decision-making by the board he or she should adopt a
neutral position while simultaneously eliciting a range of views, and
especially perspectives which are the antithesis of the group norm.
Unlike the former British Prime Minister
Margaret Thatcher, whose domination of her Cabinet remains the stuff of legend,
a chairman should avoid stating personal preferences too explicitly during the
boardroom debate.
Group decisions are usually determined by a
majority - rather than the minority – rule as I wrote in a 2003 corporate governance opinion column for the now closed CFO magazine.
The minority rule, however, should not be
unappreciated, as it can be exactly the position needed to make a better
decision, to reverse a “bad” decision, or to add a new perspective to an
outcome which is ultimately determined by the majority rule.
If a chairman was so bold as to encourage
the minority rule, it must also be understood this will cause dissent in the
group. Board members are predisposed to endorsing the most socially-desirable
viewpoints of the group and a “deviate” will upset this balance.

The “devil’s advocate” must likewise be
responsible for the fallout caused by airing a viewpoint counter to the group
norm.
There have been several notable examples of
chairmen in Australian board history who were Thatcheresque in the execution of
their duties because they believed their particular leadership style was the
only way to express authority and power.
The more elegant, courageous and influential
approach is if a chairman lets the minority have its say, celebrates
the “deviate” viewpoint and learns that being the centre of attention can also
mean standing outside the spotlight.
But does a Prime Minister act more as a Chair or CEO? Which is the most appropriate comparison and where are the governance checks and balances in the system? (when compared with commerce)
ReplyDeleteThis is a really interesting question. From a theory point of view, corporations are legal bodies (s124 Corps Act 2001 and the famous Salomon case of the House of Lords in 1897) and as such linked to the organ theory of decision making.
ReplyDeleteI would argue that a PM is closer to a chair than a CEO, until you think about the Constitution and the role of the Governor-General - the power to dismiss a PM?
But the analogy can not be pushed too far, as real politics and business politics operate under very different leadership manners. Few politicians or business people easily switch between roles unless they are very adaptable and would probably succeed in any endeavour they try their hand at!