Getting your house in order

- Pragmatic Governance in the

SME WorldJennie Vickers of Zeopardlaw

Best Practice CompetitionDecember 2012

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Bearly Present Directors

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Directors who sweat the small stuff

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Directors who forget to bring their wisdom

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• Understands the distinctions of good governance

• Conducts self effectively efficiently and responsibly

• Ensures effective communication with shareholders and other key stakeholders

• Contributes to and strives for the creation of a sustainable organisation

• Demonstrates strategic foresight

Adapted from KPMG’s toolbox to the Not-for-Profit sector

Qualities of a successful director

• “The Board’s job is thinking things through and the operational/management focus is about getting things done, boards must primarily be “brains-on, not hands-on.”

• Graham Nahkies, BoardWorks international

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What governance is:

“Governance is not management, rather it is to see that the organisation is well managed without doing the management itself. Accountability is to the organisation not to the individual stakeholders”

(Rob Fisher, address to the 2005 NZ Business of Sport

Summit”)

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What governance is not:

The Dynamic Board from McKinsey

StrategyInfrastructure

Monitoring

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How good governance is done

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How good governance is done

Board Governance as Leadership from Chait, Ryan and Taylor

StrategicGenerative

Fiduciary

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Developing a Best Practice to remain

“brains on, not hands on”

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Effective Best Practice needs to get through to “more of the people more of the time”

Thought leaders global model for adaptability

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The ZeopardLaw Approach to Governance

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Checking In

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Foundations

1. Selection, evaluating and developing the CEO

2. Finding adequate financial resources to buy the assets needed to grow the business

3. Lending expertise

4. Approving organisational policies

5. Direction setting

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Oversight

1. Fiduciary role

2. Oversee financial management

3. Ensure appropriate risk management

4. Monitor Performance

5. Legal responsibility and accountability

•Wisdom

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Wisdom

1. Big picture view of the organisation

2. Taking a fresh look at opportunites and challenges from a broader perspective

3. Fresh understanding of complex and ambiguous situations

4. Reflections to bring insights

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Horizon1. Direction setting by shaping and

clarifying the mission and vision

2. Strategic thinking and decision making

3. Looking into the horizon and the future

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Victorian Gardener’s Mutual Improvement Society

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Agenda Design• Need to move beyond the ways

of the Victorian gardeners

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Thinking - Memory and brain rhythms

Refresh with breaks

While you take breaks your brain is automatically:

Integrating

Organising

Sorting

Associating

This will enable problem solutions to emerge over coffee

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Demonstrating Success with ZeopardLaw Governance Best Practice • Guidetools going into its 12th year as an SME

• Executive Directors value my insights

• I do not interfere with operations

• Relationships are close and trusting

• Other organisations using the model to help them

• Used this approach as my guide on a CCO, a sports governing body and a NFP

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No more snoozing and no grass clipping

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And that is the Best Practice Way to:

Get your governance house in order

from Jennie Vickers of Zeopardlaw

December 2012

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• Deal with the most important issues first - if you only got through 1 item what would it be?

• Identify each item as to where in the house it sits and mark it as such using colour

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Order of Events

• Capture decisions not lots of unnecessary blah!

• Ensure the wording reflects the actual decision the Board made

• Short and to the point but tell the story

• Probably no need for seconders

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Capture