Governance is Anything But Easy

It may actually be impossible for board of directors members to actually do their job effectively and consistently.  It is particularly difficult during what appear to be good times. When things are tough, and the company is in crisis, board will tend to react with significant engagement. When things appear to be working well, then board have a tough time deciding justy how engaged they need to be to make certain that hey are doing their fiduciary duty. The real issue becomes one of , how aggressive should the board be in challenging management when it is functioning well. The nose in, finger out mind set may sound good; but when the nose is not really enough to understand just how well things really are; it may become important top cross the line to get far more engaged. It is then that a board will almost invariably be accused of micromanaging, and will inevitably enrage management. Unfortunately, in many companies that made strategic missteps; that is precisely what was needed, before the direction was followed. It may not be impossible, but it could be very difficult to  draw the line.