Boardroom Dynamics: Essentials For A Culture That Works

The biggest pothole in boardroom dynamics is created by directors who "break confidentiality."

Obstacles to creating high-performing boards are most often cultural, and John Driver and Christine Spadafor have experienced the highs and lows of the cultural cauldron that directors face. Driver is a director of Broadway Financial, City First Bank N.A. and Vital Energy; and Spadafor is a board member of Boyd Gaming and a former director of Kindred at Home. At a recent CBM gathering of Nom-Gov committee members, they shared their advice on avoiding pitfalls.

Learn the unspoken rules.

Board members often think of themselves as a family, and that’s what they’re welcoming new directors into. “If you’re not walking into a boardroom knowing that’s how these individuals think of themselves,” it’s problematic, Driver said, because “families have rules.

“It’s important to listen to and note cues in front of you all the time that will give you the formula on behavioral norms in the boardroom,” he said. “It will save you a lot of frustration.”

Walk the talk.

Spadafor recounted her experience with a board that asked its senior management to evaluate directors. The resulting assessment showed that some directors “don’t come to meetings; some fall asleep; they’re always on their phones; they don’t come prepared even though they could read a board book before the meeting that would answer their questions,” she said. “So the managers were telling the board members they weren’t showing up. How could you expect the board to hold them accountable for doing their high-performance jobs when this is what they thought of the directors?”

Nurture relationships.

“When you’re on a board, you’re in a relationship, and you really need to ground yourself in that fact,” Driver said. “Healthy relationships require care and feeding. If they’re not getting it, they wither and even die. Ask fellow board members what motivates them, why do they answer a question a certain way or react a certain way.? The more you get to know them, the more the things they say start to make sense.”

Be trustworthy.

Spadafor said the biggest pothole in boardroom dynamics is created by directors who “break confidentiality and share board conversations with employees.” For Driver, the killer is “information silos where a board member cozies up to the CEO or CFO and says, ‘I’m the only one who knows about this deal.’ It’s hard to trust someone who doesn’t think of the entire board as an organism, goes off in their own direction and doesn’t inform other board members about what they’re doing.”

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