Effective
Directors
QTA

Everything you need to know to be an effective board member, learn what questions should be asked in the boardroom and why

Being a good board member is not about knowing everything; it is about asking the right questions and challenging appropriately. Effective Directors: Questions To Ask (QTA) is a reference book for board members and executives globally to support them in their work.

With chapters written by senior company board members and respected figures in corporate governance, the questions have been drawn together to offer food for thought and useful prompts that take Boards beyond operational discussions. The book clearly presents the key areas to be considered by the Board (there are over 50 in total) and range from Board composition, to data security, diversity and inclusion, and succession planning. The questions are ones that boards, in any organisation, should be asking themselves, their fellow board members, service providers, executives and other stakeholders to ensure that the right issues are raised, transparency and effective oversight are achieved, and the Board is fulfilling its role in governing the organisation. 

In addition to being invaluable for board members, the book is also a very useful tool for executives in understanding the kind of questions their board members are likely to ask, and the kind of questions that should be asked and discussed in the boardroom.

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About the Authors

About the authors

Charlotte Valeur

Charlotte has over 35 years of experience in finance, primarily as an investment banker in Denmark and the U.K. She is an experienced FTSE Chair, Non-Executive Director and corporate governance expert, serving on a variety of boards – as well as delivering training, conducting board reviews and advising boards on corporate governance through her company Global Governance Group. She is a visiting Professor in Governance at University of Strathclyde and on the advisory board of the Moller Institute at Churchill College, Cambridge University. Charlotte has been a director of 8 public companies, including three appointments as the Chair. She has taken part in a complete restructuring of NTR Plc, the sale of REG Plc to BlackRock and, as Chair, overseen a $8bln Merger of FTSE250 Kennedy Wilson Europe Real Estate Plc with its US NYSE listed parent. She currently Chairs Blackstone Loan Financing Plc. Charlotte also has board experience with a range of unlisted companies including international engineering firm Laing O’Rourke, BT Pension Fund, Chair of Institute of Directors U.K. and is the Founder and Chair of Board Apprentice.

Claire Fargeot

Claire is a director and corporate governance scholar working as a consulting advisor with listed, as well as entrepreneurial or private companies, to improve their governance and sustainability practices. As well as delivering impactful governance training around the world, she regularly conducts board evaluations and governance pre-investment due diligence on behalf of investors. Claire has board experience in the listed, private, entrepreneurial, youth and health charity, government and education sectors and provides mentoring support to leadership teams to find solutions to particular governance, growth and sustainability challenges.

Acknowledgments

I am delighted to have been able to put this book together with the help of so many people who are passionate about what goes on in the board room and with improving governance around the world. The inspiration for the book came from the myriad of people I have met who are interested in knowing more about how to be effective directors. Their questions and queries over the yearsmade it clear to me that there seemed to be a gap in the tools and training directors have access to. Trying to limit yourself to the most important topics and the top twenty or so questions for each topic has seen this book’s remit grow. Already therefore we have agreed that this will be the first in a series of books to explore all the topics and issues of boardroom discussions within different industries and different types of organisations – a plethora of books to write for many years to come. My first thanks go to, Claire Fargeot, my co-editor, who without hesitation gave up her time and energy to support me in completing this book. Her willingness to help with her network, her efficiency and ability to hold me to account has been invaluable as we started the journey of first completing and then publishing my first book. The chapter authors deserve real acknowledgement too as all of them are busy working senior practitioners or academics who have either found the time, or found the patience, to put up with our demands. Often at incredibly short notice chapters have been drafted, reviewed and completed. Other authors have seen their initial drafts from over two years back suddenly be re-invigorated. Without their help this book would never have been started and I wouldn’t be looking forward with excitement to seeing this book available for everyone to read. Thank you also to Routledges’s commissioning editor, Rebecca Marsh, and the editing team for working with me in this endeavour.


Charlotte Valeur

Contributors and subjects

Board Composition

Chris Hodge

Board Appointment

Carol Rosati OBE

Director Self Assessment

Alison Gill

Assessing the Chair’s Performance

Charlotte Valeur

Due Diligence for New Appointments and New Directors

Charlotte Valeur

Succession Planning for the Board

Ray Crofts

Board Evaluation

Dr Tracy Long CBE

Chief Executive Succession Planning

Kit Bingham

Chief Executive Review

Charlotte Valeur

Equality, Diversity & Inclusion

Marianne Egelund Siig

Health and Wellbeing

Alison Charles

Human Resources

Reena Dayal

Remuneration for Executives and Management

Brian Kearney

Succession Planning for Executives

Tim Drake

Leadership in the Boardroom

Randall Peterson

Tone from the Top

Sir John Parker

Culture

Charlotte Valeur

Ethics

Knut Kjaer

Strategy

Jean Pousson

Purpose

Bob Garratt

Valueism

Paul Barnett

Intellectual Property

Dr Janice Denoncourt

Data Ethics

Tony Fish

Board Meetings and the Agenda

Dineshi Ramesh

Board Support

Siobhan Lavery

Third Party Providers

Charlotte Valeur

Board Committees: Purpose, Tasks and Value

Jenny Simnett, Filipe Morais, Andrew P Kakabadse

Soft Governance

Dr Meena Thuraisingham

Accounts

Ian Wright

External Auditors

Helen Gale

Insolvency

Amaechi Nsofor

Finance

Jean Pousson

Compliance

Charlotte Valeur

Cyber security

Anjola Adeniyi

IT Governance

Tony Fish

Financial Performance Management

Virginia Bombin Moreno

Risk Oversight, Management and Controls

Rajiv Jaitly

Reputation

Alice Hunt

Corporate Brand

Elliot S. Schreiber

Social Media

Marshall Manson, Craig Mullaney

Shareholder Relations and Communication

Claire Fargeot

Crisis Management

Charlotte Valeur

Digitalisation

Claudia Heimer

Disruption

Simon Devonshire

Artificial Intelligence

Lord Tim Clement Jones

About the series

The book series Questions to Ask (QTA) explores the key questions to ask in organizational governance and leadership. The questions are ones that boards and leaders globally, in any organisation, should be asking themselves, their fellow board members, service providers, executives and other stakeholders to ensure that the right issues are raised, transparency and effective oversight are achieved, and the board is fulfilling its role in governing the organisation. It includes books that focus on questions to ask for boards within specific industries and sectors, for example the construction industry, renewable energy, the fashion industry, the oil industry, universities, charities and NGOs. It also includes books that cover specific scenarios, such as Merger & Acquisition situations, hostile takeovers, sustainability and activism.

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