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Are You Building a Cabinet or Building a Board?

It falls to the Chair to ensure that specific appointments do not create a board of rivals, but instead, a harmonious chorus. 

  • March 2023

When Abraham Lincoln was sworn in as president in March of 1861, 162 years ago, he set about building his system of advisors. One of his first actions was to appoint three of his rivals to his cabinet. 

To outsiders, this seemed like a dangerous move. Why bring your defeated opponents to the table? But Lincoln was firm. He wanted his unusual cabinet to challenge him, bring opposing opinions to light, and sharpen his own thinking. He didn’t want consensus. He wanted argument. 

That’s a profile in courageous leadership. But it does not present a functional framework for building Boards – or does it? The cabinet method is a construct best left to governments. A presidential cabinet, in Lincoln’s era as in today’s, is made up of individuals with deep key skill sets. It will feature a series of specialists  – a defense expert, a foreign policy expert, an economist. They are present to deliver their own expertise directly to the President and are charged with making the individual leader stronger. A Board, by contrast, is not a gathering of whiz kids expected to work in parallel, but instead a collection of experts recruited to work in harmony. When a business leader tries to follow the Lincoln framework, they may find themselves with a Board that can’t meld into the supportive force a company – and a company leader – needs. This is particularly important in the face of crisis and hard decisions. 

This contrast is relevant now because far too many Board Chairs are putting their energy into specific appointments – the recruitment of board members with sharply defined specialized skills and attributes. A specific appointment mandate is hard to resist. It’s often backed by the demands of shareholder activists, analysts and industry experts. The call may be for a board member with IPO experience as a CFO. Or one who has a health R&D background. Or represents the customer profile or an under-represented community. Bringing these specialists to the table may make the Chair feel confident that they are checking the necessary boxes. But this approach risks building composition, while overlooking cohesion. 

Exclusively following a specific appointment strategy can leave a Board with a roster of soloists who are not able to learn to play together as an orchestra. Imagine a conductor tapping the flutist, then silencing. Then tapping the cellist, then silencing. Then the vocalist – and still, no harmony, no synchrony.

To be sure, specific appointments can play an important role in board success. The IPO experience of a CFO, for example, can be a key addition. But that specific appointment – especially if valued discretely for that experience or expertise - can also come with pitfalls. Is that uniquely talented individual invited to step into the broader Board conversation? No one argues that a Board doesn’t need a CFO/Auditor. But it also needs Board members who can engage outside of their area of expertise. 

While seeking out these specific skill sets, a chair must be mindful of the ultimate goal: to build an inclusive Board. A truly inclusive Board will encompass people who may disagree but will enhance each other intellectually. They will be individuals who understand when it’s their time to learn and when it’s their time to teach. They will work together to learn how to lead together to accomplish the greater good for the company. 

It's the job of the Chair to make sure that unity emerges. 

This is not always an easy framework to embrace. In the US, most companies have two critical leadership positions – the CEO and the Chair. A CEO may be well-served by a narrowly skilled cabinet-style Board. But a Chair needs a Board of skilled individuals willing and able to listen, debate and still come to a united conclusion. And in many cases – close to 50 percent of the time – the CEO and Chair are the same person. 

What’s more, old processes that used to be in place to help boards meld have been sidelined. In recent times past, a board meeting was a multiday affair with planned pre-meeting dinners and activities designed to help board members get to know each other and senior leadership. Hours were spent together  so that these disparate, highly skilled individuals could get to know each other on a personal level. That relationship building then carried over into the boardroom and business goals were pursued amid an atmosphere of connection and trust. 

Today, it’s just as likely that your board meeting will be on Zoom as it is to be in a conference room. The exchange of ideas and information is robust and pertinent. But the friendships and connections are harder to create and maintain. 

That means it falls to the Chair to ensure that specific appointments do not create a board of rivals, but instead, a harmonious chorus. 

A roadmap for thoughtful Chairs: 

  • Consider what your Board really needs beyond the “hot” specialties while ensuring a wide spectrum of interests are represented. What would your Board really benefit from when it comes to unique skill sets? Would the Board benefit from a member with an HR background? Or one with a non-business expertise? Be open to the best board members and resist the urge to stack a series of narrow experts that fill a specific need but aren’t suited to becoming part of something larger and more important to the company. 

  • Make it part of the Chair’s job to foster connection and unity among board members. If the old social structures are no longer in place, look for new ones that will allow your current board members to form the bonds that helped previous generations get their work done. Spend time with each director to ensure you know what they bring to the table and then work to draw that out in the boardroom.

A functioning board is one that has productive abrasion and amplifies as a team, versus a collection of skills. Be wary of the cabinet system as you may find yourself more vulnerable and less equipped for the stresses we face today. 

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Written by
Lindsay Trout
Lindsay Trout
Palo Alto
Lindsay Trout has spent her career helping companies and their leaders succeed in the digital era. Based in Palo Alto…
Jennifer Monroe
Jennifer Monroe
Based in San Francisco, Jennifer Monroe is a Board Development Partner and Principal at Egon Zehnder's Board Consulting Practice.
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