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THE BOARD INTERVIEW COVER STORY Dynamics of the board interview You want candidates who meet the requirements of cultural fit, the right skill set, and meaningful diversity. By Blythe McGarvie OARD MEMBERS are no longer hand- to consider in selecting people to join your board. picked by CEOs to hand-stamp the The chairman of the board and the CEO want CEO’s policies. All board members someone he or she considers a colleague. In other know the importance to effective cor- words, will existing board members respect the porate governance of choosing a new opinion and knowledge of the new member as Bmember. The nominating and governance com- useful to helping solve the problems and set the mittee has responsibility to manage the process strategies of the company? but it is truly an inclusive role once the committee No one expects the candidate to know every- narrows its selection to the top one or two can- thing about the company during the interview didates. Shareholders vote on the new member at process. We expect an understanding of recent the subsequent annual meeting. analyst presentations and the annual report. We As someone who serves on several nominating look for what intrigues the candidate about our and governance committees, I have developed a business to measure both fit and sincerity of in- rubric to make good de- terest. Yet, fit also depends on specific need and cisions during the board qualifications. If the company needs someone interview process. Look- who handles turnaround and/or high-growth ing for a good fit with a situations, different people will qualify. We look company’s culture creates for someone in the interview who projects an the foundation of the in- understanding and capability of addressing the terview. But two other matters that confront the strategic issues that criteria are critical: cer- may be hurled into the boardroom given today’s tain skills and diversity. environment of cyber security, activists, risk management, and talent shortages. Cultural Fit While some companies consider a candidate’s By far, cultural fit is the worldview, others ignore it. We focus on compat- most important quality ibility from an energy and commitment perspec- Blythe McGarvie joined the Harvard Business School faculty in 2012 as a senior lecturer of business administration. She had been chief executive officer of LIF Group, a firm that provided strategic and financial counsel to help clients achieve economic objectives and enhance their corporate governance. Prior to founding the firm in 2003 she was based in Paris as the executive vice president and CFO of BIC Group. She is a director of Accenture Ltd., LKQ Corp., Sonoco Products Co., Viacom Inc., and Wawa Inc. and formerly served on the boards of Lafarge NA, Pepsi Bottling Group Inc., and Travelers Companies Inc. She is the author of Shaking the Globe: Courageous Decision-Making in a Changing World (Wiley, 2009). SECOND QUARTER 2014 21 THE BOARD INTERVIEW tive. One time I interviewed a retiring CEO who Required Skills clearly was tired and just wanted to find a board It takes about a year for a new board member seat for prestige. The search firm never identified to learn the internal financial and business his goals and instead just assumed his credentials processes of a company. To recruit the right would satisfy the committee. They didn’t. We board member, first the committee must be continued our search. quite clear about what skills the company re- Finding a candidate who fits into the culture quires. Perhaps new technology or geographic means she or he must understand the organiza- expansion will change the future dynamics of tion’s history, employee culture, business goals, the company. Or, the industry or company has financial position, and degree of top executive just experienced turmoil and you need some- stability. You will be well served if such a can- one to stabilize your position and improve your didate has the time and desire to join the board, processes and reputation. particularly when facing difficult future decisions If you already decided the candidate would fit and collaborations. into your culture, probe and confirm through Board interview basics By Dee Soder advised us of an executive who met all require- executives said they were ready for a board ments, but she “failed to mesh with one of interview. But, in a striking disparity, 27 of 33 ONDERING WHY Sam or Susan got several directors interviewing” — so, “no go.” sitting directors said candidates could handle on the board and you didn’t? The The executive was from the right size compa- the interview better. Wanswer is often the interview. ny and industry, a former CFO with regulatory Some cited “flubs” that derailed otherwise Candidates think they’re prepared, when fre- knowledge and international experience, lived positive interviews. Consider the dynamics at quently that is not the case. an hour from company HQ . but she “missed” play: board members want an interviewee to Board appointment and director selection in the interview. feel good about the company and the inter- have changed over the years. Where previ- For decades my partners and I have helped view in case they encounter them elsewhere. ously boards would tap people they knew or CEOs and boards consider prospective direc- One governance expert noted, “I’m sure he/ seek a candidate with one or two specific qual- tors. Working behind the scenes I’ve success- she would be a good director, but we didn’t ities, now boards will establish a more com- fully helped dozens of executives become and see it.” Nearly every director said the first prehensive matrix of the skills, demographics, remain directors. While executives are more discussion with the candidates under selec- diversity, experience, and personality type that knowledgeable about the substance of gover- tion was a major determinant in the ultimate they are seeking. A search firm leader recently nance, their interviewing skills frequently lag. appointment. As one noted director confided, most people While the challenges of board service are understand the process of governing, but “pre- higher than ever, there are many more highly sentation is often problematic” and “objective qualified individuals who want to be directors. feedback is minimal or less.” Competition for the few board openings that To verify the importance of presentation come up is at an all-time high. Accordingly, in a board interview, I queried current and even seasoned directors need to go a step prospective directors. The results: 41 of 50 beyond to prove their value during the board interview. “It’s not enough to have the right qualifications — you need to ace the inter- views,” one nominating chairman declared. ‘It’s not enough to have Here are some of my and my survey sample’s the right qualifications board interview basics. — you need to ace • Know the company’s past, present and future so you can better show your value. the interviews,’ one Understand its business, its position, competi- nominating chairman tors, and potential problems. Consider how the composition of the board aligns to its objec- Dr. Dee Soder declared. tives — does it have expertise to fill gaps and 22 DIRECTORS & BOARDS THE BOARD INTERVIEW references that the candidate has the ability to to enhance the reputation of the company.” The put his ‘nose in and fingers out’ of the details as specific answer mattered less than the approach a board member. You are not recruiting a CEO to the problem. or CFO. You want someone who is not going to micromanage yet is engaged and understands Diversity ONE TIME I INTERVIEWED how to communicate and collaborate with top Research shows that A RETIRING WHO management and other board members. For- if you want to win CEO mer KPMG board member Candace Duncan a sprint, you need CLEARLY WAS TIRED explained one of her tenets for evaluating can- one skill: speed. AND JUST WANTED TO didates. Ms. Duncan says she “would ask how a But, if you want to candidate handled a troubled situation. Depend- win a marathon you FIND A BOARD SEAT FOR ing on his response, I could tell very quickly if he need many different PRESTIGE E coNTINUED knew what best controls and processes would be skills: speed, endur- . W required to eradicate the issue and in a manner ance, recovery, and OUR SEARCH. solve problems? (Caution: Let the interviewers ten. Nor do they want someone too agreeable colleague — collegial and respectful of others’ bring up a major problem first.) Go beyond the or passive. Mock interviews help, especially opinions even when disagreeing. Women need annual report to learn the company’s business for prepping difficult questions. Afterward, you to evidence “wearability,” especially if they are and needs. Valuable insights about a compa- may have had a wonderful interview, great the first on a board. ny’s plans are in newsletters, industry articles lunch, and heard that all is looking good for your and speeches. Listen to earnings calls to help candidacy. It may be, but remember the nomi- • Know the personalities. This is much get a sense of the company and its significant nating committee is probably talking with other more important than it was even a few years events for that quarter. One executive even flew qualified people. I don’t recommend asking for ago. People are complex; in today’s economic to a company’s headquarters prior to an inter- feedback on your interview. environment the complexities are magnified. view. “Seeing the facility beforehand helped Demeanor and attitude are especially signifi- me during the initial interviews,” she said, add- • Beware TMI. Don’t overload someone with cant character strengths in dealing with cur- ing that she was sure that it helped secure the information.

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