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The Challenges and Rewards of Governing Te Papa HONOURING the PAST, WHILE LOOKING to the FUTURE

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2018 board / SEPAUG roomMagazine of the Institute of Directors in New Zealand The challenges and rewards of governing Te Papa HONOURING THE PAST, WHILE LOOKING TO THE FUTURE. Drive your governance career. Do the Company Directors Course You will be learning from the best practising directors to gain a thorough understanding of governance. Join a strong community of driven individuals, and be in a position to lead the way in New Zealand business. REGISTER NOW iod.org.nz/cdc 0800 846 369 IOD0058 CDC Campaign Boardroom Ad Nola FA.indd 1 9/05/18 11:43 AM CONTENTS A note from the editor The beautiful image on our cover this issue is courtesy of Te Papa. It was taken by Jo Moore at the opening weekend of Te Papa’s Toi Art exhibition. In this issue, The Agenda Te Papa chair Evan Williams talks about AUGUST / SEPTEMBER 2018 the museum’s goal of honouring the past while looking to the future, and we feel INSIDE IoD this photo captures that spirit. Former All Blacks captain David Kirk BoardRoom details gets philosophical about duty and morals. 01 Drawing on his philosophy degree from 07 02 CEO letter the University of Oxford, he explains why directors and business leaders need 03 UpFront to go back to basics and rethink moral frameworks if they want to build trust. 03 DirectorVacancies New Zealand Trade and Enterprise (NZTE) has contributed a piece on why 21 GLC Update companies that want to globalise need a global board. 41 Out and About Climate change is becoming top of DAVID KIRK / Rethinking mind for directors and other business moral frameworks in 43 Events leaders and it’s a topic we’re exploring order to build trust. in this issue. The New Zealand chief FEATURES executives of 60 organisations recently formed the Climate Leaders Coalition, 07 David Kirk gets pledging to reduce emissions and to play philosophical a leading role in transitioning the country to a low emissions economy. Submissions 11 11 Te Papa chair Evan Williams also recently closed on the Zero Carbon talks museum governance Bill. The IoD put in a submission on this, something our Governance Leadership 15 Mahuki: Culture tech Centre (GLC) talks about in its GLC at the museum Update. Two of our national sponsors also tackle climate change this issue. 27 IoD Directors’ Fees MinterEllisonRuddWatts, which is a new Survey results national sponsor of the IoD, looks at three different types of climate change 29 Private equity governance risks for businesses, including physical TE PAPA / An angel at the board table risks, economic transition risks and Governance 33 liability risks. Meanwhile Marsh provides at the museum Developing future talent a practical approach to how companies 34 can build climate resilience and gain 35 Going global starts a competitive edge. at the top We’re also pleased to be able to present findings from our recent IoD 39 Mentoring for diversity Directors’ Fees survey, and introduce 29 the latest intake of mentees for our Mentoring for Diversity programme. FROM OUR PARTNERS Kate Geenty 17 The rising tide / BoardRoom editor MinterEllisonRuddWatts 19 Climate change resilience: The challenges ahead / Marsh PRIVATE EQUITY / 25 What’s currently top BoardRoom is the magazine Private equity investors’ of mind for your CEO? / of the Institute of Directors approach to governance KPMG in New Zealand iod.org.nz BOARDROOM DETAILS boardroom SENIOR LEADERSHIP TEAM BOARDROOM IS PLEASED Chief Executive Officer TO ACKNOWLEDGE THE SUPPORT OF Kirsten Patterson BoardRoom is published six times NATIONAL PARTNERS a year by the Institute of Directors General Manager, Members in New Zealand (IoD) and is free Nikki Franklin to all members. Subscription for General Manager, Governance asb.co.nz Leadership Centre 0800 803 804 non-members is $155 per year. Felicity Caird BoardRoom is designed to inform General Manager, Corporate Services marsh.co.nz and stimulate discussion in the Chris Fox 0800 627 744 director community, but opinions expressed do not reflect IoD General Manager, Brand, Marketing and Communications NATIONAL CYBERSECURITY policy unless explicitly stated. Sophi Rose PARTNER Delivery Manager Robbie McDougall aurainfosec.com EDITOR Manager, Professional 04 894 3755 Kate Geenty Development +64 4 470 2647 Paul Gardner [email protected] NATIONAL SPONSORS Please contact the editor for any advertising queries. COUNCIL 2017/18 Liz Coutts – President Alan Isaac – Vice President INSTITUTE OF DIRECTORS IN NEW ZEALAND (INC) Dr Helen Anderson – Wellington kpmg.co.nz Mezzanine Floor, 50 Customhouse Quay Des Hammond – Bay of Plenty 09 367 5800 PO Box 25253, Wellington 6146 Julia Hoare – Auckland New Zealand Jackie Lloyd – Wellington Tel: 04 499 0076 Simon Lockwood – Waikato Fax: 04 499 9488 Vincent Pooch – Canterbury minterellison.co.nz [email protected] Geoff Thomas – Otago Southland 09 353 9700 iod.org.nz Clayton Wakefield – Auckland Sarah-Jane Weir – Nelson The Institute of Directors has staff based at the Marlborough National Office in Wellington, an office in Auckland PRODUCTION NOTES and eight branches. For National Office, phone Every effort has been made 04 499 0076. COMMERCIAL BOARD to guarantee the pages of this magazine are sustainably Kirsten Patterson, Chair; sourced and produced using Liz Coutts, Alan Isaac, paper that meets the environmental BOARDROOM IS PROUDLY DESIGNED BY Dr Alison Harrison standards shown below. BRANCH MANAGERS eightyone.co.nz For a full list of branch managers, 04 894 1856 see page 44. Cover image credit: Toi Art Opening Weekend Events and Programmes, 2018. Photograph by Jo Moore. Te Papa. When you have finished with this magazine, please recycle. BOARDROOM August/September 2018 1 CEO LETTER Malo e lelei Dame Margaret noted that a culture change of the magnitude envisaged by It was Mahatma Gandhi who said “a this review takes a long time to effect. nation’s culture resides in the hearts and She estimates it will take 10 years and minds of its people”. But where does the notes the essential role that the board culture of a company reside? will play in ensuring the culture is The One of the most requested sessions monitored, measured and reported for our leadership conferences each on if the momentum and priority is to year is ‘war stories’ or case studies of be maintained. culture governance ‘failures’ so we may learn from The transparent and public release others’ mistakes. Yet it can be difficult of the report was a brave and courageous to find examples where people are able, move by the firm and has the opportunity change or prepared, to speak about times when to have impacts beyond their own governance was hard, tricky, and where transformational culture change. things have not gone as intended. A recent Law Society survey revealed The recent release of the Independent that there are bullying and harassment Review of Russell McVeagh by Dame issues across the entire legal profession. Margaret Bazley is a glimpse into one of Just as people behave within a company these examples that we as a governance context, companies themselves also exist community cannot afford to waste. within an industry context. We would be Failings were found in the firm’s naïve to think that issues are restricted governance, structure, management, to one organisation or even one industry. policies, standards, and systems. The Good governance demands of us review references that the report “reflects that we are scanning across industries KIRSTEN PATTERSON the commitment to telling the story of for trends and messages that we should CEO, INSTITUTE OF DIRECTORS what happened and didn’t happen and adopt, or that could impact our own the dreams and disappointment of the organisations. people who have worked for the firm Gandhi not only gave us the well- in recent years.” known and often quoted “be the change The Bazley report speaks to you wish to see in the world,” but he independent review of governance also importantly expressed that “action structures, the tenure of board chair and expresses priorities”. board members, the role of the board It may be time to reflect if our actions chair, the role of the board in driving and questions as directors are expressing transformational culture change, the the priority of culture change that we all appointment of independent board wish to see. members, and the adequacy of board reports. The report also recommends Faka’apa’apa atu, that board committees and appointment processes be reviewed. All important and Kirsten (KP) relevant messages for many organisations beyond those just in the legal fraternity. BOARDROOM August/September 2018 2 UPFRONT UpFront Director Vacancies DirectorVacancies is a cost- APPOINTMENTS Douglas McKay, ONZM effective way to reach our extensive Chartered Member, has been appointed membership pool of director talent. George Adams to the board of Fletcher Building. We will list your vacancy until the Chartered Member, has been appointed application deadline closes or until to the board of Cavalier Corporation. you find a suitable candidate. Karen Price Contact us on 0800 846 369. Chartered Member, has been Barbara Chapman appointed as independent chair Unless otherwise stated, the following Chartered Member, has been appointed of The Learning Wave. positions will remain open until filled. to the board of Fletcher Building. HANSA PRODUCTS LTD Cathy Quinn, ONZM Role: Independent Director Mary Devine, ONZM Chartered Member, has been appointed Location: Hamilton Chartered Member, has been to the board of Fletcher Building. Closing date: 31 August appointed as an independent non-executive director of YHA NEW ZEALAND Hallenstein Glasson Holdings. Kevin Sceats Role: Board Member (Elected) Charted Member, has been appointed Location: National chair of New Zealand Certified Builders. Closing date: 7 September Abby Foote Chartered Member, has been SPORT NORTHLAND appointed as an independent Rowan Simpson Roles: Centrally-held list of Directors/ director of Freightways Ltd.
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