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    We ask a prominent director to share three important lessons from three different professional experiences. 


    Simon Bird FAICD is an experienced non-executive director and chair of public companies, with a strong financial and commercial focus and a plan to expand his board portfolio with another non- executive director role. He is currently the chair of Stepping Stone House and Maronan Metals Ltd, and a non-executive director of Mount Gibson Iron Ltd and Pacific American Holdings Ltd. 

    The Board: CPA Australia

    The Lesson: Ensure governance structures are fit for purpose

    I joined the board of CPA in 2008, early in my public company board career. I felt privileged to serve as a director of this 130-year-old professional body. The board was collegial, had good relations with management and members, and was delivering strong results.

    My single-term appointment was six years before things unravelled for the board and CEO following a foray into financial advice. I often reflect on how the board could have set things up differently ahead of what ultimately became a transition in purpose from being an NFP to a profitable business. Despite some changes to the governance structure and board appointments (including mine), they failed to anticipate the impact of this change in purpose and focus.

    We had huge revenues and overheads and, like any entity, looked to run things on a commercial basis. Subsequently, CPA expanded into other businesses, including financial advice. A group of members put together a protest vote, saying it was no longer the association they had joined. The CEO [Alex Malley] was removed in 2017, and several board members resigned.

    I don’t regret any decisions made while on the board, but in trying to run it as a corporate, none of us predicted how far the CPA would move from its original raison d’être. As a board member, I should have taken a step back to ensure the governance structure remained fit for purpose. 

    The Board: Stepping Stone House

    The Lesson: Never lose sight of your organisation’s core purpose

    Stepping Stone House is a charity I have chaired since 2016. Even though we’re a small board of six people, we have focused on recruiting the right skills and expertise to support our management team and the young people we care for. Half our board members were born outside the country, we are 50 per cent female and 50 per cent male. We have a representative of the LGBTQI+ community, a member of the First Nations community, and someone who was a resident in one of our homes.

    We’ve sought people with the right life experiences, skills and expertise. What brought us all to Stepping Stone House was a common single purpose and passion — caring for young people at risk of or experiencing homelessness. This was important last year when we ended up in quite challenging financial circumstances.

    I know from experience that when in choppy waters, some directors will resign rather than have their record tarnished or be exposed to the high level of risk. But in our case, the core board members stayed the course at a time when the young people in our care, and our carers, needed our guidance and support more than ever.

    In pursuit of best-practice governance, a lot of boards remain driven by governance roles and targets. However, that shouldn’t be the foremost consideration in appointing members to your board, as you can easily lose sight of your organisation’s core purpose. 

    The Board: Rawson Resources Ltd

    The Lesson: Maintain personal integrity in all interactions with stakeholders

    I was asked to chair this listed oil and gas company in 2013. My first AGM was one month after my appointment. It was set to be quite acrimonious, with a closely fought battle to avoid a second vote against the remuneration report. For listed companies, if the remuneration report is not approved, it can trigger a second strike, which could subsequently involve a board spill.

    I was still getting my head around the business and the people on the board when we had to deal with this. My lesson here was about maintaining personal integrity in all my interactions with stakeholders. It is easy to get caught up in corporate objectives of the moment, but you can lose your own personal compass along the way.

    Treating all shareholders in an equal and civil manner ultimately helped us defuse a potential feud between two major groups of shareholders. We managed to secure enough votes in the end, so it wasn’t an issue. The dissenting shareholders came up to me afterwards to thank me for the way I had conducted the meeting.

    What goes around often comes around in corporate life. Even if my approach hadn’t hugely impacted the outcome, if I had behaved badly, I could well encounter the same investors and shareholders on another board or venture — and they would absolutely remember the incident. It is important to be considered in everything you do and to maintain your personal integrity. That is a vital role of the chair. 

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