Boards and The Innovation Process

By Panashe Maisva Having an innovation culture in an organisation is every investor’s dream. Amongst the key business outcomes that can be achieved through innovation include the following: Maximising ROI; Maximising business growth goals; Increasing productivity and, as a result, increasing profitability; Responding to industry disruptors and increasing market share; and Quickly responding to external challenges by developing human as well as technological resources to do things differently. Lofty business outcomes indeed! But if a survey was to be carried out amongst Boards on the level of awareness of the innovation process amongst Board members, guess what the results will show. This article is an exposé of the innovation process. Empathise – Define – Ideate – Prototype – Test Empathise Innovation is more likely to be triggered in organisations that are deliberate in promoting 360 degrees empathy in their interactions as part of their organisational culture. 360 degrees empathy is

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Managing Conflict of Interest at Board Level

By Terence N. Chimanya A conflict of interest is a situation where an individual puts his/her personal interests ahead of those of the organisation. For example, where a board member enjoys a direct financial gain through the sale of an organisation’s property to the Director or to his/her spouse below market rates or where a contract is awarded to the Director or his/her spouse without going to tender. Indirect financial benefits can also arise such as awarding an employment contract to a friend or to a  family member in a non-transparent manner.   Why Attention in Managing Conflict of Interest Continues to Grow? Attention in managing conflict of interest continues to grow since the Enron, Parmalat and Polly Peck International scandals. Good governance remains fundamental to the success of any organisation. Board members have a fiduciary responsibility to act in the best interests of the organisation that they serve. They

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The Importance of Annual General Meetings

By Terrence N. Chimanya An Annual General Meeting (AGM/Annual Meeting) is a meeting of the general membership of an organisation. The organisations may be companies or membership associations with shareholders/members. These meetings may be required by law or by the constitution or charters governing the body. The meetings are held to conduct business on behalf of the company/association. Every company/association is required to hold an AGM within 18 months of the date of its incorporation and, thereafter, once a year. AGM minutes must be kept up to date and maintained as part  the companies records. The main purpose of an AGM is to enable the company/organisation to report to its shareholders/members on its affairs during the past year and to deal with the following matters: To place before the meeting, the approved annual financial statements together with the directors’ report and an audit committee report. To elect or re-elect directors

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Integrated Board Reporting

By Terrence N. Chimanya While much of the focus on Integrated Board Reporting has been on the needs of external stakeholders, the necessity for better internal decision making can be significantly improved through utilising the six capitals approach (i.e. financial capital, manufacturing capital, human capital, social and relationship capital, intellectual capital, and natural capital). A Case Study In 2011, I worked on an assignment for a United Kingdom based service company to incorporate a governance and sustainability checklist into their strategic planning process, through which the impact of all six capitals was considered as it pertained to the risk of investing or not investing financial capital in order to sustain competitive capability and advantage. The approach was simple and assessed several aspects of each capital as high risk (red), medium risk (amber) or low risk (green). This simple approach quickly identified that there were several areas where lack of sustainable

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Effective Board Committees

By Terrence N. Chimanya For a Board of Directors of any organisation to do its work effectively, it is necessary that all members understand their individual fiduciary roles and responsibilities and that the Board organises itself to perform the necessary tasks effectively. To achieve that feat, Board Committees or working groups are the answer. Through Board committees, work can be divided so that far more can be accomplished than if the entire Board acted on all matters. Board Committees, therefore, provide organisational structure and, at the same time, allow enough flexibility so the Board can adapt quickly to the changing demands of the environment and business. In my view, there are 4 crucial functions that Board Committees serve and such committees will be able to: Divide up the work of the organisation into management and targeted areas; Expedite work by removing routine tasks from monthly board consideration; Permit broader participation

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Boards and Sustainable Development

By Johnson Manyakara I’m unaware of any research carried out on Boards awareness of Sustainable Development Goals (SDGs) and responses thereto in Southern Africa. According to the Global Opportunity Report 2016, a report on the results of a survey carried out on CEOs on both dimensions, 32% of CEOs surveyed were aware of SDGs and 23% of them were reported as planning a response on the SDGs. Although the survey was not directed at Board members, most CEOs are Executive Directors on their organisation’s boards and, therefore, the survey results can be safely representative of Board members in terms of level of awareness of SDGs and planned responses to the goals. What Is Sustainable Development? The World Commission on Environment and Development (1987) defines Sustainable Development as – “Development which meets the needs of the present without compromising the ability of future generations to meet their own needs”. Clearly, organisations

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Boards and Organisational Culture

By Johnson Manyakara Increasingly, questions are being asked about whether Boards have a role in the management of organisational culture. One view is that their focus should strictly be on exercising an oversight role in the achievement of financial outcomes such as revenue growth, profitability, share price, return on capital employed, etc., and, for service organisations, service delivery. The other view is that Boards’ oversight role should be exercised, in equal measure, to organisational culture outcomes such as organisational adaptability, innovativeness, customer centricity, ethical ways, teamwork, employee engagement, etc. I subscribe to the latter view. Around the world, interest in organisational culture right now is very high. Why? Because organisational “culture touches every aspect of the organisation:  strategy, business processes, employees – it’s in everything” – Human Synergistics International Organisational Culture Defined Organisational culture is a combination of values, attitudes and behaviours manifested by an organisation in its operations and

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Board Diversity

By Dr Edwin Nharirire Imagine a Board of Directors of one of the largest listed companies in Zimbabwe, by market capitalization, boasting of the following among its board members: a creative musician like Tuku, a serial entrepreneur like John, a Farmer Jangano of old, a recent MBA graduate in her late 20s, a human resources practitioner in his 40s and a Priest in his 70s. Such a scenario may never see the light of day in Zimbabwe. One of the key debates in management research on corporate governance is about board diversity and its implications on various indicators of board effectiveness. The key question is how Boards can use board diversity to their advantage. Board Diversity Dimensions Board diversity entails heterogeneity in the boardroom along the dimensions of gender, race, age, profession and, in some cases, among, many other dimensions. Boards often differ in their emphasis of board diversity dimensions

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Boards and EXCO Talent

By Dr Edwin Nharirire When Boards are asked about the role of the Board of Directors in the attraction, deployment, development and retention of top executive talent, responses vary significantly. Research points to a relatively high positive correlation between best performing companies and their Boards’ involvement in executive talent conversations. Progressive companies should be concerned about the promotion of critical executive talent conversations at Board level, how boards can be effectively involved and share some executive talent metrics boards should be concerned with. Executive Talent The Board’s mandate to guide and give direction to the company portrays a helicopter’s view where they benefit from their vantage point and direct the efforts for the EXCO – ground troops executing the company strategy. In Executive talent, the Board can define the nature of talent that can take the company forward and in line with cultural aspirations. This oversight role involves the review of

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Effective Board Meetings

By Johnson Manyakara Seasoned board members around the world have seen and experienced the good, the bad and the ugly of board meetings. The best board meetings leave board members energised – the goals of the meetings being clear, the process being smooth and the expected outcomes being well defined. Not-so-great board meetings, on the other hand, drain energy and lower morale largely because of being perceived as a waste of time. Therein lies the challenge for boards! This conversation will cover two key areas – the signs and symptoms of poorly run board meetings and best practice in running board meetings. Ideas proffered will, however, equally apply to other types of meetings. Signs and Symptoms of Poorly Run Board Meetings  The following are amongst some of the signs and symptoms of poorly run board meetings: The board meeting agenda is not send in good time for board members to

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