Don’t rush to join that board

“Female executives packed the room as former Xerox CEO and Chairman Anne Mulcahy took the stage at Fortune’s Most Powerful Women Summit to share her best and worst practices on building boards. Throughout her career, Mulcahy has sat on boards of six public companies, three non-profits, and one privately held international company. “Sometimes, I did not choose wisely,” she recalled. “There were some tough mistakes to rectify.””

Fortune (4 October 2011)

The very accomplished Anne Mulcahy was in fine form at a Fortune event recently. In typically forthright fashion, she gave her views on working on boards – and on the tricky question of women and boards.

The first thing to note is that most accomplished people will be asked to join a board of directors at some point, and many will make at least one major mistake in this regard. Would you, for example, care to be sitting on the board of News Corporation right now, whose shareholders are in revolt against the family-controlled board? Or HP, whose board has been described as one of the worst in history by a former director?

Would you have been delighted to join the board of Enron in the 1990s? I suspect you might not have been averse to taking your place alongside other international luminaries on what was one of the most acclaimed companies of the time? It’s a good thing you didn’t join, though: all those renowned directors had to hang their heads in shame and retreat into oblivion, their reputations shattered, once Enron became America’s biggest-ever corporate collapse.

Mulcahy’s advice is firm: “Do your homework. Understand the calibre of the CEO and the management team [of the company]. Do your homework on your fellow directors…[Ask yourself] is it a club I want to be a part of?” To which I would add: imagine yourself sitting at that table meeting after meeting. Is this something you will enjoy, or find fulfilling? If not, please stay away.

The second point to note is that board work is hard work these days. You may typically find yourself putting in the equivalent of 3 working days or more every month (counting meeting attendance, reading board papers, following the numbers, keeping abreast of issues, deep reflection). Mulcahy says she has “zero tolerance for people who don’t come completely prepared. I expect contribution, I expect attendance, and I expect directors to take trips and visit the company’s programs.”

The final issue is about women joining boards. Here, Mulcahy is at her most scathing. She asks women to stay away from boards that are looking for women! “It’s a bad sign. Boards without women – blacklist those suckers. It’s 2011. They’ve had the time – it’s significant that they don’t have women.”

Every Kenyan board seems to be looking for women directors these days. But why are they looking? The good reason is to bring fresh voices and new perspectives to enrich the dialogue. The bad reasons, and the more common ones, are to “tick the box”, to appear politically correct and gender sensitive, and to show diversity in the group photo that will appear in the company’s annual report.

If the board that’s inviting you is doing it because they value your experience and contribution, do take interest. After all, providing wise stewardship in major corporations is one of the pillars of capitalism. However, look out for boards that want the decisions of principal shareholders or controlling families rubber-stamped, or who want a ‘PR board’ assembled for photographic purposes. Those ones should attract stooges, not independent-minded directors.

Anne Mulcahy’s advice is a useful antidote to those who rush to join boards. Once upon a time it was a no-brainer; in these more complex and turbulent times, a board position is a gift horse you do want to examine very carefully in the mouth.

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