Governance Bites
Mark Banicevich interviews a series of experts about governance, including company directors, lawyers, executive managers, and governance consultants. Each interview is on a different topic related to governance, tied to the guest's expertise. He also asks interviews for the best governance advice they've received, or they would give to new directors.
Episodes
In this episode, Mark Banicevich talks to Rob Everett about how boards can make their CEOs (Chief Executive Officers) successful. He asks what makes a board-CEO relationship work, and the role the board plays in the CEO’s success. They discuss CEO onboarding plans, the role of governance processes, and the tension between oversight and giving the board space to lead. Mark asks about performance reviews, and balancing ...
In this episode, Mark Banicevich asks Jamie Green about the challenges directors have preparing for board meetings. He asks about the signs of directors being overwhelmed, and the characteristics of board packs that make preparing for meetings challenging. They discuss how directors digest information both within board packs, and across board meetings over time, including background reading. Mark asks about types of b...
In this episode, Mark Banicevich asks Steven Moe about the liability of directors. They discuss penalties for breaching the core duties in the Companies Act 1993, and also list several other Acts of Parliament that enact director liability. They discuss potential penalties and defences, and whether there may be liability under common law or contract. Steven outlines steps directors can take to minimise their personal ...
In this episode, Mark Banicevich talks with Jon Davies about startup CEOs reporting to their boards. He asks about the relationship between the startup CEO and the board, and managing accountabiity. They discuss board packs, key performance indicators, and meeting frequency. They also discuss the CEO disagreeing with the board, and how to deliver bad news.
Jon Davies is the CEO of InsuredHQ, an award-winning insu...
In this episode, Mark Banicevich talks to Professor Lesley Ferkins about collaborative governance in sport. Lesley outlines what she means by "collaborative governance", and how it relates to federated sports structures (e.g., with national bodies, regional bodies, and local clubs). She talks about critical success factors for it to work effectively, common pitfalls, and challenges. Mark asks about whether t...
In this episode, Mark Banicevich talks with Martin Snedden about maximising your chance of a good board. Martin recently studied the board selection process of 9 top Australasian sports, and shares his findings. They discuss the optimum size of a board, elected and appointed board members, and a process for attaining the right mix of skills. Martin outlines the appointments panel, and a sports organisation's skil...
In this episode, Mark Banicevich asks Steven Moe about safe spaces in the boardroom. Steven opens by explaining the context, and who safe spaces are for. They discuss whey safe spaces may be necessary, how they are implemented, and what sort of behaviour results in needing safe spaces. They discuss the importance of safe spaces, and how they enhance an entity's governance. Steven also shares advice for experience...
In this episode, Mark Banicevich talks with Jon Davies about governance in startups and advisory boards. He asks about the journey that startups take towards governance: their value, common mistakes, what founders should seek, and the ideal size of an advisory board. They also discuss the best way to remunerate directors, keeping them engaged and motivated, and how to deal with an adviser who isn't working out. J...
In this episode, Mark Banicevich talks to Stephen Upton about how not-for-profit organisations can recruit directors. Stephen outlines the key skills and competencies required for a not-for-profit board. They discuss the process of identifying skills on the board, and skill gaps, and the role of diversity in board composition. They discuss the challenges attracting and recruiting both appointed and elected directors t...
In this episode, Mark Banicevich talks with Martin Snedden about the Sport and Active Place Sector Governance Project that he runs for Sport New Zealand. Martin outlines the project, its inception, some of the sports that are involved, and what the programme entails. Martin shares feedback he's received, his biggest learnings, and the programme's key success factors. He also shares the best governance advice...
In this episode, Mark Banicevich talks to Heather Roy about future directors. Heather defines the topic, outlines the purpose of future director programmes, and shares her experience with future directors. They discuss the target audience for future directors, recruitment, training and mentoring. Mark asks about their legal position (particularly around liability), and transitioning future directors into formal board ...
In this episode, Mark Banicevich asks Steven Moe about purpose and governance. He asks what we mean by "purpose", the role of governance in an organisation, and why purpose is at the heart of governance. They discuss how purpose influences governance and board meanings practically, other tools a board can use to understand and implement purpose, and repercussions that may exist if the board deviates from the...
In this episode, Mark Banicevich talks to Susan Leahy about Robert's Rules of Order. He asks what they are and how they evolved, the benefits of using Robert's Rules, and common misconceptions about them. Susan outlines the seven key types of motion, and how they work. They discussed when they might be adjusted for specific settings, and challenges Susan has encountered when boards implement them. They talk...
In 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 ...
In 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...
In 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 me...
In 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...
In 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 Torquepoin...
In this episode, Mark Banicevich asks Steven Moe about moving and seconding motions in meetings. They discuss the history behind this practice, and introduce Robert's Rules of Order. They talk about the role of seconding, and what happens if a motion is not seconded. They also discuss alternatives to moving and seconding motions. Finally, Steven shares the best advice he has received.
Links from the episode: ...
In this episode, Mark Banicevich talks to Stephen Upton about incorporated society (not-for-profit) constitutions. They start by discussing the organisation's purpose, how this can proliferate, and keeping it concise. They talk about the components of a constitution, changes required by New Zealand's Incorporated Societies Act 2022, and the challenges in updating a constitution. Stephen also shares advice he...
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