Three Golden Rules for Aspiring NEDs

Comm-update-16.01.13

Those executives who have gone on to build solid portfolio careers for themselves consistently cite the need to network feverishly, a willingness to learn and the ability to master their own ego. These three pillars are essential for success, especially as the weight of expectation and the competition for roles have increased considerably in recent years.

Unfortunately, directors are often surprised to find they’re not inundated with offers for NED positions once they’ve called an end to their executive careers. They shouldn’t be. It’s just not that easy anymore, which is why those who have made the transition freely admit to working hard to gain that first role.

Here are some tips on how to go plural from those who have done it:

1) Raise Your Profile

You must put the time in to network. Shyness is no excuse. Neither is arrogance. You have to start planning ahead – 18 months to two years as a rule of thumb – and spread the word that you’re interested in a NED role and you really do have something to offer. Cheryl Black, Non-executive Director of Southern Water, says: “Start to actively build your network before you leave your executive role. You need to let your network know that you are seeking NED roles… Once you come out of your day job, as it were, it’s much more difficult to get that first NED role and the first one is all important.”

Alastair Lyons, Chairman of outsourcing company Serco, says: “The biggest challenge is to get your first appointment. There is no alternative to working hard at getting oneself known and seeking to keep one’s options as open as possible. Alongside this, the other big challenge is knowing whether or not to take something that is offered if it isn’t quite what one wants.”

For John Ormerod, Non-executive Director at ITV, there is a growing tendency for boards to appoint the people they know have the necessary experience, which certainly makes it tougher to land that first role. “This often means people will need to draw on their previous experience to be able to capture their first opportunity,” he says. “It helps therefore if you can build a big network of contacts because people who know you more easily recognise the skills and experience that you do have.”

Alan Giles, Chairman of clothing retailer Fat Face, makes a similar point. “It’s easier to be appointed as NED in a listed company if you have current or previous experience as an executive director in another listed company. Many employers will allow you to take on one NED role, so you are best placed to begin acquiring some NED experience while in a full-time executive role. Although do bear in mind that it is quite time consuming, particularly when you are first appointed and becoming familiar with an organisation’s activities.”

2) Keep Learning

Clearly, if you’re at the top of your game as an executive then you’re no fool, but that shouldn’t lead to complacency about what it takes to be an exemplary NED. John says: “The role has got a lot more demanding since I started more than a decade ago and therefore requires people to be more skilful and experienced. Even back then, one of the things I did do was look for a charity that had perhaps a less demanding environment compared to a public company, but that had people on the board who were very experienced with governance and how boards operate, so I was able to learn from them.”

Bob Beveridge, Non-executive Director at mobile communications concern InternetQ, says you can’t underestimate the importance of standing out from the crowd in terms of knowledge, skills and experience. “You need to develop up-to-date opinions on the key issues in the NED world, such as on diversity, governance, board evaluations, ethics and so on.”

Cheryl comments: “You mustn’t think that getting one of these roles is simply a rubber stamp and you just turn up at board meetings and drink tea. It genuinely isn’t like that in my experience… There’s much more active involvement in the business being asked of NEDs, getting to know the senior team and spending time in the business.

“Currently, I see a lot of people seeking regulatory experience from NEDs but it’s more than that as, in difficult times, boards are looking for NEDs to come up with different ways of approaching business problems, whether that’s seeking to grow internationally or diversifying into a different sector. The role of the non-exec is always to encourage the executive team to think more broadly.”

3) Know Your Place

An effective NED understands when to keep their counsel and when to challenge forcefully. It requires a degree of self-control that may not come naturally to those who have been used to making decisions and calling the shots for a number of years. Nevertheless, it’s a skill that needs to be learned.

Alastair says: “A high level of emotional intelligence is needed… A good NED is typically low ego: happy to contribute only when he or she has something worth saying, with experience relevant to the role and business and who is willing to work hard, both inside and outside the boardroom.”

According to Alan, the principal quality to be a successful NED is to balance being collegiate and supportive with constructive and rigorous challenge. “It’s not easy to get this balance right, but it becomes easier with confidence and experience, and with thorough preparation,” he says.

Iain Robinson, Managing Partner of consultancy AMG and former Chairman of business travel company Reed & Mackay, comments: “A NED has to be truly relevant to the board they are part of and recognised by others – not just those on the board – as adding value that couldn’t be provided by someone else. In addition to this, a NED also has to recognise that they aren’t just there to offer opinions on an ad-hoc basis, but to be able to see further ahead than those tasked with running the business and to come into discussions with prepared opinions.”

Lines can be blurred when a NED still hankers for an executive position. “For anyone making the transition from executive to plural, it’s important that you no longer want to be an executive,” insists Neville Davis, Chairman of software and IT services company Amor Group. “If you do, you will be frustrated and will not be very effective in your job. It’s not your duty to tell the execs what to do or to second guess them. Your job is to advise, support, challenge and stimulate them.

“It’s important that non-execs understand that they’re not just there as policemen – their primary function is to ensure the business is as successful as it can be, then their secondary responsibility is in ensuring governance is correct and inappropriate risks are not taken.”

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In certain quarters, the expectations placed on NEDs have a negative connotation. That’s the wrong way of looking at it. The duty to the organisation and stakeholders should always be high – frankly, it’s a great time to take on a non-executive role as you can be a key influencer in aiding a business to reach its goals.

The competition for positions may be fierce but why should companies be looking for anything other than the very best candidates?

It’s a case of demonstrating you deserve your place on the board.

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Portfolio Careers: The Inside Track

Resting on past laurels will only get you so far when looking to forge a portfolio career as a non-executive director (NED). Invariably, the biggest mistake is to assume that you will easily walk into such roles based on your reputation and former glories as a career executive.

Bob Emmins
, Finance Director at ABF Ingredients, says: “To build a portfolio career does not happen overnight… You have to let the appropriate people know what you want to do and the skills you have on offer to achieve it. You need to make sure your network is aware of what you want to achieve and generally market yourself accordingly.”

That’s why the groundwork needs to be done early. Robert Drummond, Chairman of renewable energy company Acta, says: “Make sure you have NED roles before giving up your executive position. This gives you three advantages: firstly, you know what’s involved and the income you can expect; secondly, you have experience of being a NED, which some companies appreciate; thirdly, you will need to build a portfolio fast since it is difficult to go up the ladder once you have been out of an executive role for a long period.”

Robin Paxton
, a Criticaleye Associate and NED of a variety of companies, says: “With hindsight, I would have planned at least 12 to 18 months ahead and attempted to source at least one NED role while still in full-time employment. It’s essential – though difficult – in a challenging executive position to make the time and the head space for your own personal development, but towards the end of your executive career you must create time to make yourself a priority.”

Varnished age

To be brutal, too many people are past their sell-by-date when they start to think seriously about developing a portfolio career, especially if it’s in the plc arena. Richard Laing, a Non-executive Director at the London Metal Exchange, says that you “should start well before you are 60 and get a NED role while you are still an executive director”. He explains: “Many plcs these days want NEDs to do their full terms – three lots of three years – and also want people with relatively recent executive experience.”

A touch of arrogance, not to mention complacency, can mean you’ve missed the boat. Richard says that, when researching the pros and cons of building a portfolio career, he spoke to people who, after retiring in their 60s, had not been successful in getting one position, let alone several: “Many of those regretted not having set up a NED role before they retired and they found it difficult or impossible to get their first NED position in their 60s.”

Apart from age, there’s the question of reputation. Steve Richards, Chairman of QualitySolictors and a number of other private-equity backed businesses, recalls that when first looking at a portfolio career he bagged three chairmanships in a short space of time as he was held in high-esteem based on a successful exit.

“The reality is it’s like winning the Premiership,” he says. “Any football manager could get a job the following season but, two to three seasons down the line, that’s old news. This is the same for building a portfolio career – it’s much harder work once that big deal has faded. Try to start out when you are at the top of your game and get as many jobs as you can trading from your recent success.”

Call it a results-based business. Steve warns that it’s crucial to choose the right companies once an opportunity does arise: “When you’re at the top of your game you have a huge amount of self-belief and [that can blind you] to making a decision with the right level of objectivity.

“As I’d been successful, I thought it was kind of inevitable that success was going to continue. However, if you look at any PE portfolio, then there are two to three very successful companies and two or three that go bust or are close to it and have been losing money… Just having that in your head when selecting roles is important.”

It’s a fine line to tread. David Harding, Chairman of eco-friendly detergent company Aquados, comments: “It’s probably much easier to make a list of things you definitely don’t want to do, rather than be too firm about what you want to do. If you’ve been successful in your executive career then opportunities will arise, but you should resolutely turn down roles which don’t seem right.”

Juggling act

Given that your reputation as a NED can rise or fall rapidly, the number of roles taken on needs to be carefully managed. Orna Ni-Chionna, Senior Independent Director at entertainment and books retailer HMV Group plc, says: “In terms of the number of hats to wear, probably four to five is about right but some people can do more and others should really do less. It also depends on the nature of the roles – FTSE 250 can be very demanding as the companies have the same corporate governance requirements as larger companies, but don’t always have the infrastructure to support the board as much as larger ones.”

Lifestyle choices are clearly an important factor too. Bernie Waldron, a Criticaleye Associate and NED at IPPLUS plc, a provider of tools and services for contact centres, comments: “First of all, you’ve got to step back and be really honest about how much time you want for yourself and the family and then look at what other things you want to do. However, in broad terms, I honestly think that the right number is three to four at any one time as I believe it’s hard to be effective if you have many more that that.”

Mary Jo Jacobi, another Criticaleye Associate and NED of Mulvaney Capital Management, says: “To me, the number of hats varies based on the individual and on the size of the companies on whose board your serve. I think one can manage a larger number of smaller-company boards, but FTSE 100 boards present more demands, such as attending board and committee meetings, reading [documents] and undertaking site visits.”

It requires no small amount of self-discipline and organisation, which can come as something of a shock for those who have grown accustomed over the years to a diligent executive PA. Rob Wirszycz operates at the entrepreneurial, smaller company end of the market, holding six chairmanships and ten NED roles. “I work by making sure every business has a plan,” he says. “This is key to how to manage the business as you can hold everyone to account. I own it, running the meetings, writing both the agendas and the minutes. I make sure I meet with the CEO every month for at least an hour, hopefully two and have a call every week with lots of follow-ups by email. The challenge comes when there is a mini-crisis or an event like fundraising or a sale. That tends to take a lot more time.”

Changed mindset

If you’ve been the big cheese in an organisation, trying to build your profile and standing as a NED can prove to be a slow and somewhat ego-deflating process. Kelvin Harrison, who holds a number of NED roles for technology and media companies, says: “As a successful executive… you have become accustomed to success. When you start looking for NED roles you need to be prepared for a lot more rejection. You should expect to explore many more opportunities before you find companies that entice you or that want you. It’s very unusual for them to fall into your lap.

“When you’re weighing up a new NED position you may have to examine 50 opportunities; in your executive career, there might have only been five. The role is much more about chemistry and ability, rather than purely ability; far more so than in the executive role.”

Advance planning makes all the difference. Chris Stooke, Chairman of commercial and insurance broker Miles Smith and former FD of Catlin Group, says networks are vital when building a portfolio career. “Just using agents does not get that first opportunity, whereas using contacts that you have built up over your executive career so far does. You should sow the seeds in your contact base, saying that you’re thinking of this move and so when an opportunity does arise they remember you.

“With all of my decent NED opportunities, I’ve had the inside track via some recommendation or contacts within a company. Of course, you have to be careful how early you sow those seeds while you’re an executive because it might suggest you’re not committed to your job.”

Provided it’s managed and planned correctly, there’s no reason why you can’t have the lifestyle you want while also being able to share the knowledge and experience that has accrued over the years to help organisations achieve their goals.

Please get in touch if you have any comments about the issues raised here.

I hope to see you soon.

Matthew

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