Page 23 - CCCA Magazine Fall 2019

{ FEATuRE }

my frst few meetings, I realized I had a lot to learn to become Overall, before you become a board member, or early on in
an effective member. What I noticed specifcally was that, as a your role, understand the risks you are taking on: Is the organiza-
lawyer, I run the risk of appearing to be focused on the weeds, tion regulated by a provincial corporations act of some type? Or
as opposed to seeing the bigger picture. does a federal act apply? Do you know the personal liability risk
A secondary reason is the ever-increasing focus on and im- you face? Do you know what the D&O policy covers (and does
pact of excellent governance in companies around the world. not cover)? Is the D&O policy suffcient to cover several months
Over the course of the last few years, my interest in corporate of salary of the organization’s employees in case of fnancial
governance has grown after watching company after company hardship? Can and should you buy excess D&O coverage? What
face intense public scrutiny for ethical allegations of all kinds, is the board’s approach to diversity when it is time to recruit new
and hearing from global governance experts, such as David R. members? How would others describe the culture of the board?
Beatty, Carol Hansell and Richard LeBlanc.
Return on Investment
Top Takeaways In the workplace, your board involvement helps you understand
The main advantage of the training was that it helped me un- your employer and clients better. For every presentation you are
derstand how to better focus on what matters. Here are some asked to make for your board, you will be able to focus on what
examples to illustrate what I mean: the members need to know and the types of questions they may
ask. For example, if the organization has a new contract man-
1. Succession planning: If succession planning of the agement software database, you will understand that your board
senior management team is a focus for the board, its role is will care about how acquiring this new software fts into overall
only to ensure the CEO or executive director has a plan in risk reduction, the impact of the cost and what the company or
place for key positions. The board itself is generally only in- organization will be able to do better (or worse) as a result. It
volved in the actual succession planning of the CEO or execu- also helps you determine what information your board mem-
tive director position. bers need, when they need it, and most importantly, why.
Outside of the workplace, your involvement on a not-for-
2. Diversity: While the board should be instrumental in en- proft board gives you experiential leadership and diversity
suring diversity is factored into the search for new board candi- training that will help in your career advancement. It also pro-
dates as well as CEO appointments, it does not have a direct role vides a great sense of meaningful community involvement, as
in how diversity plays out in day-to-day operations. This is why you share valuable expertise, legal and otherwise. In addition,
the concept of “tone from the top” is important, as the make-up the other members represent a cross-section of different profes-
of the board serves to guide the organization on what it could sions and industries to grow your professional network. Finally,
or should look like. it gives you a governance foundation you can build upon for
later in your career (including into retirement) when you may
3. Social media: While the board does not direct social wish to join larger not-for-proft boards or for-proft boards.
media policy, it can add value by asking to see the organiza- For these reasons and many more, I encourage you to
tion’s social media policy and plan, and requesting a presenta- get involved. ❚
tion from its social media staff. This interest in a new area of
risk demonstrates to management the importance of the topic
and the need for thoughtful planning. Amee Sandhu is a senior lawyer with
extensive experience at major Canadian
engineering companies doing business
4. Regulatory and other types of risk: While leaving internationally as in-house counsel,
the day-to-day management to staff, the board should ask for commercial manager, and an Integ-
a list and discussion of the key risks affecting the organization rity Offcer. She is on the boards of
and the status of mitigation plans in place to address same. Family Day Care Services and Trace
International. She is a frequent
speaker on ethics and compliance
5. Strategy: In an ideal world, the board should spend the bulk
of its time discussing, planning and reviewing strategy with the programs, and occasionally, diversity.
She has recently hung up her shingle.
CEO or executive director to ensure the future of the organization. Connect with her on LinkedIn.

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