Governance Bites

• Governance Bites #96: conflicts of interest, with Heather Roy

  Send us a textIn this episode, Mark Banicevich talks to Heather Roy about conflicts of interest. Heather outlines conflicts of interest, and why it is important to address them. They discuss types of conflicts, and a conflicts of interest process. Heather talks about identifying, disclosing and dealing with conflicts of interest, and they discuss issues such as when a director fails to disclose a relevant interest, what to do when many directors are conflicted, and when perceived conflicts can be as harmful as actual conflicts. Heather also shares advice for directors who sit on a board with poorly managed conflicts. Heather Roy is a professional director and business consultant through her company Torquepoint Ltd (https://torquepoint.co.nz/). Her current board roles include independent chair of Financial Advice NZ and the Security and Reliability Council (an advisory body to the Electricity Authority), and a director of Port Marlborough. Former chair or director roles include the Utilities Disputes, Marlborough Chamber of Commerce, Advertising Standards Authority, Foxplan and Medicines New Zealand. Heather is a former NZ Minister of Consumer Affairs, Associate Minister of Defence and Associate Minister of Education, and she has been an Officer in the NZ Army Reserves, a physiotherapist and a medical researcher. #governance, #leadership, #corporategovernance, #boardcraft, #decisionmaking, #makingadifference, #ceo, #governancebites, #boardroom, #director, #conflictofinterest

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• Governance Bites #95: developing not-for-profit directors, with Stephen Upton

  Send us a textIn this episode, Mark Banicevich talks to Stephen Upton about developing directors in not-for-profit organisations (who are usually on tight budgets). Stephen outlines the key skills and competencies required for a not-for-profit board. They discuss how elected, passionate organisation advocates can be trained in governance, and continually developed, including outlining low cost or free sources of governance training. They discuss the importance of devoting time, particularly when directors are often volunteers or paid less than market rates, mentoring, and how a not-for-profit board can overcome gaps in its combined skills.  Stephen also shares advice for not-for-profit chairs seeking to establish director development programmes.Sport NZ, Nine Steps to Effective Governance, https://sportnz.org.nz/resources/nine-steps-to-effective-governance-building-high-performing-organisations/Institute of Directors, The Four Pillars of Effective Governance, https://www.iod.org.nz/resources-and-insights/4-pillars-landing-page#Stephen Upton is Chair of Touch NZ, and led the organization through revising its constitution when the Incorporated Societies Act 2022 came into force. He is also a past President of the Swiss Touch Association. Stephen’s primary career is in funds management. He is Chief Operating Officer at fund manager and KiwiSaver provider Kernel, and was Chief Operating Officer at NZX-owned Smartshares (now Smart) before that. #governance, #leadership, #corporategovernance, #boardcraft, #decisionmaking, #makingadifference, #governancebites, #boardroom , #cgi, #charteredgovernanceinstitute, #director, #notforprofit, #cpd, #professionaldevelopment, #incorporatedsociety

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• Governance Bites #94: chairs and board members, with Steven Moe

  Send us a textIn this episode, Mark Banicevich talks with Steven Moe about chairs and boards. Mark asks Steven to outline the typical board member job description, and then how the role of the chair differs. They discuss the amount of extra work involved in being a chair, additional relationships, and whether additional liability exists. They discuss how the chair interacts with other board members, including inducting new board members, and what happens if the chair is suddenly unavailable. They discuss succession planning for the chair, and the role of the deputy chair. Steven also shares advice for new chairs.Steven Moe is a Partner of commercial law at Parry Field Lawyers in Christchurch, and an experienced director. Steven qualified as a lawyer in New Zealand, and worked for more than a decade on corporate transactions worth billions of dollars while based in London, Tokyo and Sydney. He has written several legal books, including “Start-ups legal toolkit”, “Social Enterprises in New Zealand: and “Capital raising for founders”. Steven also facilitates governance law on the Company Director Course for the Institute of Directors (IoD). His Seeds Podcast, which he founded in 2017, has almost 400 episodes, interviewing interesting people about their lives. He also hosts the Board Matters podcast for the IoD, now in its third season. Steven Moe’s profile on LinkedIn (he is happy to connect with you): https://www.linkedin.com/in/steven-moe-0b3b008a/Seeds podcast with 430+ interviews www.theseeds.nzBoard Matters podcast https://open.spotify.com/show/6aHNCIYEOwqoghkGlwKruU Parry Field Lawyers governance resources: https://www.parryfield.com/advisory/governance/governance-essentials/, including "Chairing AGMs", "How to chair a meeting well"The board skills matrix: https://www.parryfield.com/board-skills-matrix/#governance, #leadership, #corporategovernance, #boardcraft, #decisionmaking, #makingadifference, #ceo, #governancebites, #boardroom, #director, #chair, #chairperson, #boardmember

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• Governance Bites #93: healthy board meeting dynamics, with Susan Leahy

  Send us a textIn this episode, Mark Banicevich talks to Susan Leahy about healthy board meeting dynamics. Mark asks about establishing and maintaining healthy meeting dynamics, and Susan shares some great tips. They discuss the roles of directors and other members in board culture, and strategies for handling disagreements. Mark asks about gaining diverse perspectives, and dealing with disruptive or ineffective board members. Susan outlines the impact of new board members, and shares the best governance advice she has received. Susan Leahy teaches boards and committees to run effective meetings, specifically using Robert’s Rules of Order. Susan Leahy has been motivating, challenging and inspiring audiences for over 15 years as a high energy keynote speaker and certified speaking professional. Her website, www.RobertsRulesMadeSimple.com, is an easy and simple training tool is used by thousands of boards across the US and Canada to learn to apply Robert's Rules of Order. Robert's Rules of Order: https://robertsrules.com/Robert's Rules Made Simple: https://robertsrulesmadesimple.com/#governance, #leadership, #corporategovernance, #boardcraft, #decisionmaking, #makingadifference, #ceo, #governancebites, #boardroom, #director, #motions, #meetings, #robertsrules

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• Governance Bites #92: board evaluations, with Heather Roy

  Send us a textIn this episode, Mark Banicevich talks to Heather Roy about board evaluations. Heather outlines what they are, why they should be done, and how they can be performed. They discuss stakerholder involvement, common challenges, and addressing underperformance. Heather also shares the best governance advice she has received. Heather Roy is a professional director and business consultant through her company Torquepoint Ltd (https://torquepoint.co.nz/). Her current board roles include independent chair of Financial Advice NZ and the Security and Reliability Council (an advisory body to the Electricity Authority), and a director of Port Marlborough. Former chair or director roles include the Utilities Disputes, Marlborough Chamber of Commerce, Advertising Standards Authority, Foxplan and Medicines New Zealand. Heather is a former NZ Minister of Consumer Affairs, Associate Minister of Defence and Associate Minister of Education, and she has been an Officer in the NZ Army Reserves, a physiotherapist and a medical researcher. #governance, #leadership, #corporategovernance, #boardcraft, #director, #decisionmaking, #makingadifference, #ceo, #governancebites, #boardevaluation

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