Leading in a brave new world - How the boardroom changed for the better December 2020 - Deloitte
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Contents Introduction 1 Purpose of this report 3 Global impacts 5 Local impacts: a community crisis 7 Respond 12 Boardroom impacts: changes to governance 18 Recover 25 Thrive 29 Perspectives from Chairs 34 In their own words 36 Contact us 38 ii
Leading in a brave new world | Chairs’ research report 2020 Introduction In the crucible of crisis, resilient leaders are defined first by who they are and what they do at different times and across multiple priorities.1 As early as March 2020, we were seeing In this spirit of sharing, I reached out to the the power of leadership in response to the community of Chairs from Australia’s largest immediate impacts of COVID-19. Business organisations to discuss the impacts of the leaders, political leaders, community COVID-19 crisis on their organisations, their leaders and leaders in their fields leaned boards and on their role as Chair. For each into their deep knowledge and learned conversation, the focus was to identify the experience to make choices that truly significant shifts, the impact on strategy, impacted lives. purpose and governance and how key learnings can be carried forward for a more positive Since then, leaders across the globe have and prosperous future. been constantly tested as they steer their organisations through one challenge after I share these fantastic insights, suggestions another, relying on speed over elegance and reflections from Australia’s most prominent and making critical choices based on an Chairs in the hope that their insights can boost uncertain future. leadership capability across all industries, as well as confidence in their stakeholders that In the midst of all this, what we witnessed the future looks more stable in their safe, here in Australia was quite remarkable. This resilient hands. crisis encouraged a great camaraderie across corporate Australia, encapsulated in an eagerness among business leaders to share experiences and learn from one another with the hope of emerging in a position to thrive. 1 https://www2.deloitte.com/global/en/pages/about-deloitte/articles/the-heart-of-resilient-leadership.html?icid=covid-19_article-nav-heart-of-resilient- leadership 1
The numerous negative impacts of this crisis cannot be discounted and we can never forget the loss of lives and livelihoods that have been endured. However, the many silver linings of this crisis are revealing themselves and these seeds of optimism have the potential to take organisations, the boards that lead them and the wider community to a much better place, where purpose becomes as meaningful as profit. Thank you to all of the Chairs who generously gave their time to talk with me about their experiences. I am truly grateful and hope you find value in this playback from your peers and important insights from your shared journey. Tom Imbesi Chairman 2
Leading in a brave new world | Chairs’ research report 2020 Purpose of this report At the start of this crisis, Deloitte developed a clear framework to help us – and our clients – navigate this period. Our Respond, Recover, Thrive model continues to guide us, allowing us to remain calm, confident and resilient as the longer term impacts unfold. This report has been structured to Chairs from 46 ASX100 boards were reflect this framework, looking back interviewed between September and through the lens of the Respond dimension, November 2020. Interviewees came from moving into Recover, then unlocking a diverse range of industries and sectors a new normal where organisations – and and consequently experiences varied widely. the communities they serve – can Thrive. Accordingly, the intent of this report is to share key insights from conversations with Chairs of Australia’s largest listed companies about their experience leading through the COVID-19 crisis. The report uncovers the significant and permanent impacts on boards and executive leadership as a result of the crisis. It also provides practical leadership advice and key strategic considerations to current and future boards to ensure they can effectively plan for and lead their organisations through the next crisis. 3
Leading in a brave new world | Chairs’ research report 2020 The report uncovers the significant and permanent impacts on boards and executive leadership as a result of the crisis. The Chairs were each asked five key questions: 01 04 When this crisis hit, what immediate Are there any grounds for optimism? changes did you make? What are you looking forward to as we enter the post-crisis period in 2021 and beyond and what key learnings from 02 this crisis will you be taking forward? 05 To what extent did the crisis impact your organisation’s strategy? What advice would you give to Chairs of the future? 03 Through necessity, boards have operated differently during the period. What have you changed and what will you continue to do differently from a governance perspective in the future? 4
Leading in a brave new world | Chairs’ research report 2020 Leading in a brave new world | Chairs’ research report 2020 Global impacts Setting the scene: The economic and health state of the world CHINA 3.2 UNITED EUROPEAN 3.2 KINGDOM UNION 777.0 499.7 -21.7 -7.5 FRANCE 708.9 CANADA -18.9 SOUTH KOREA 293.7 9.7 -13.0 SPAIN -2.9 UNITED STATES 891.6 JAPAN 751.3 -22.1 15.1 -9.0 -9.9 ITALY TAIWAN 768.5 0.3 -17.7 -0.6 MIDDLE EAST ASEAN-5 AND CENTRAL ASIA 40.6 NEW ZEALAND 118.2 -3.4 LATIN AMERICA 5.2 -4.1 VIETNAM AND THE CARIBBEAN 0.3 -12.4 669.1 0.4 -8.1 SUB-SAHARAN AFRICA AUSTRALIA 27.6 35.6 -3.0 -6.3 Cumulative deaths per million persons as of November 18 2020 (Regions) Region GDP growth forecast of calendar year 2020 GDP growth year to June 2020 (Country) Source: International Monetary Fund October 2020 World Economic Outlook; Our World in Data
Leading in a brave new world | Chairs’ research report 2020 Local impacts: a community crisis Deeply and intrinsically connected. Prioritising and maximising community impact was a key feature of boards throughout the crisis. The impacts of COVID-19 have been Indeed, for many of our interviewees, the tone devastating, with broad effects across for Australia’s response was set early with the the business community, stakeholders Government’s swift roll out of stimulus and and society as a whole. As such, this support programs like JobKeeper. Organisations health crisis required an extremely followed suit, activating elements of their different response – with a focus on crisis management plans such as distributing purpose and values and prioritising community funds or providing mental health the wellbeing of the broader community assistance. Some took actions like renting more strongly than ever before. property in local communities to keep staff members safe in countries heavily affected All Chairs agreed that their primary focus was by the spread of the virus. on supporting their employees, community, and their customers. This focus was at the Moving forward, Chairs acknowledged that forefront of every decision as they responded both impact on community ‘through the to the crisis. In one instance, a Chair shared lens of purpose and values’ and achieving that their board took only 30 seconds sustainable profitability will be a permanent to approve a COVID-19 community fund feature among boards. to the value of 10 million dollars. All Chairs agreed that their primary focus was on supporting their employees, community, and their customers. 7
Leading in a brave new world | Chairs’ research report 2020 Tips for building sustainable community trust: 1. During annual strategy-day planning, agree collectively as a board to the medium to long-term community projects and initiatives their organisation should pursue in line with the organisation’s purpose and values. 2. Establish scorecards that drive accountability and evaluates success of executive leaders making an impact on community (e.g. the number of community initiatives and projects led and delivered in a financial year). 3. Ensure capital allocation and investment decisions are evaluated not just on returns, but perceived impact on the broader community. Stakeholders: a broader ecosystem This ‘human’ response filtered from the top The focus of boards during the crisis down as well as bottom up. A number of has not just been about shareholders – Chairs explained that their board and executive but a broader ecosystem of employees, teams took a reduction in their short-term customers, and the community. bonuses or reduced their salaries to minimise redundancies, or to pass on bonuses to their As alluded, the days of the shareholder frontline workers. While not the sole intention, as primary stakeholder are gone. Chairs these decisions created an enormous amount acknowledged that the COVID-19 crisis has put of goodwill with staff and unions. greater emphasis on empathy, prompting them to consider and expand their view of the full spectrum of stakeholders. Additionally, Chairs recognised they ‘have all experienced this very human response’ and are committed to the maintenance of a more empathetic approach beyond this crisis. 8
Leading in a brave new world | Chairs’ research report 2020 Indeed, COVID-19 reminded many organisations Rightfully, shareholders remain an important that a customer-centric approach has many and critical part of Australian business. benefits beyond customer satisfaction. On several occasions, Chairs noted increased Organisations in the Energy, Banking and interaction with investors and proxy advisors, Telecommunications sectors leaned heavily one Chair even recounting how they’d spent towards customer support and acknowledged more time communicating with shareholders many people may not be able to pay their in the last six months than the entire decade bills. Chairs understood that helping their prior. Shareholders have become increasingly customers in distress also went a long way interested in what boards are doing and to building trust. why they are doing it. Despite the ever-rising demand for their time, Chairs see this type of engagement with shareholders – and all The context is different stakeholders – as a key aspect of the role and a positive step. to the past – business is there to serve all of our stakeholders and the first among equals is the customer. Tips for building stakeholder trust: 1. Build purpose and values into the 4. Ensure the board has the right type organisation’s strategy and increase and breadth of information and visibility by the board on purpose and education regarding the impacts on what being purpose-led looks like. of the company’s operations on stakeholder interests – how well does the board understand the company’s 2. Challenge management by asking, vulnerable customers? ‘Should we?’ rather than ‘Could we’?’ and ‘Do we deliver the right outcomes to all stakeholders, 5. Challenge management and not just shareholders?’ on the effectiveness of consequence management. 3. Consider whether the company’s management focuses enough on 6. Actively focus on root cause and ‘Should we?’ learnings from what has gone wrong and build this focus into the ‘routine’ of the board. 9
Leading in a brave new world | Chairs’ research report 2020 Purpose over profit Boards have led first through the lens of purpose and values to build and Tips for a successful enhance trust with a targeted ESG agenda. ESG approach: Changing employee, customer and 1. Request a formal ESG assessment community demands have prompted to ensure the organisation has a shift towards Environmental Social and an ESG strategy, including KPIs Corporate Governance (ESG) becoming a part for assessment. of the fabric of boards. Rather than detracting from this, COVID-19 has reinforced the importance of ESG. As one Chair explained, 2. Review the organisation’s ESG ‘You’re not allowed to stop. Analysts and some framework and make sure it is shareholders still ask and expect us to focus fit for purpose, particularly in light on being a good corporate citizen.’ of the crisis. The pandemic followed the February 2019 release by the ASX Corporate Governance 3. Identify ESG metrics and Council of the 4th Edition of the Corporate targets that are relevant to the Governance Principles and Recommendations. organisation – consider, for example, the industry, the type of business The new edition was developed in response and associated risks. to emerging issues around culture, values and trust and key thematic changes included defining the purpose of the organisation 4. Establish specific ESG roles and as a board responsibility, articulating responsibilities, and imbed ESG and disclosing its values, better oversight performance KPIs into executive of conduct, and increased focus on the remuneration programs. management of non-financial risks, including environmental and social risks. 5. Urge management to engage with stakeholders. Given the crisis, boards must therefore ensure that moving forward, they have a robust ESG framework that encourages behaviours 6. Insist on high-quality internal required to protect their reputation and ESG reporting. community standing and build long-term sustainable value for shareholders. 7. Encourage disclosures and goal setting. There was a quantum shift by business in focusing on people and community first ahead of short term financials. 10
Leading in a brave new world | Chairs’ research report 2020 Remuneration: executives and staff To drive accountability and promote sustainable ESG outcomes, boards are Tips for developing balancing ESG and profitability metrics executive remuneration to formulate executive remuneration. in the context of ESG: This year especially, boards recognised 1. Ensure a meaningful portion that they have had to be careful when of the variable remuneration is exercising discretion in relation to remuneration linked to the ESG metrics to drive outcomes to not disproportionally reward the desired outcomes. executives based purely on profit measures, in an environment of increased unemployment, financial stress and health concerns. 2. Ensure transparency and clarity on how the pay structure and Speaking with the Chairs, it was clear that metrics align to performance the crisis underscored the importance of and the organisation’s purpose non-financial factors and having a strategy and strategy. that promotes positive ESG outcomes. Therefore, demonstrable commitment by 3. Provide a clear rationale for the the organisation to ESG factors will likely be remuneration outcomes produced expected, particularly through linking ESG by the model. metrics to executive remuneration, which in the past has been a real challenge for boards. Guidance on how to design remuneration structures that include non- financial metrics is expected when ASIC’s Corporate Governance Taskforce publishes its second report, the release of which was delayed, likely due to COVID-19. 11
Leading in a brave new world | Chairs’ research report 2020 Respond People as priority. The immediate response to the crisis was focused on people, in particular, wellbeing, health and safety, engagement and remote working operating models. Most Chairs reflected on the how their Interestingly, and perhaps also not surprisingly, organisations made immediate shifts Chairs shared that the engagement of from focusing on business to the health employees was strong throughout the crisis and safety of individuals and the community and attributed this to initiating regular calls during the crisis. Chairs and their boards between employees and the executive cited people, engagement, culture and leadership, releasing regular updates and remote working models as a top priority, communication as well as sending out pulse ensuring quick business decisions to checks to understand employee morale and support people. One Chair echoed countless opportunities to uplift engagement. In light of others, ‘It’s a health crisis first and people this, increased communication between boards are the priority’. and executive leadership with their people will be a key feature moving forward to ensure Indeed, Chairs were struck by the severe sustainable employee engagement. distress caused by the pandemic and concerned about the increase in mental Most Chairs also agreed the unfolding and physical health issues, the potential of COVID-19 had not been without benefits, of job losses, and the need for so many in the such as accelerating trends that may have community to care for children, elderly family otherwise taken decades, including an almost members and friends, or those who were immediate shift to virtual working which unwell. Many Chairs noted how important it benefited many, most notably providing was for them to support mental health through greater inclusion and flexibility for women. strategies such as surveys and management decisions including compulsory annual leave. We had an overwhelming desire to protect our staff. 12
Leading in a brave new world | Chairs’ research report 2020 The pandemic has certainly brought out the best in people as leadership shows its human side, a side now firmly established in directing the recovery. While not without exception, most Moving forward, Chairs understand the need respondents agreed that hybrid working to put people first – expanding the leadership has proven our nation’s ability to adapt at mindset to include all stakeholders because speed, focus on community and innovation, it’s the right thing to do. This new mentality and lead with trust. While some felt initially is unleashing a range of previously unexplored unprepared for this, many conceded the benefits; most notably that happy and technology was already in place; it was active ecosystems of people result in high just a case of ‘pressing go’. Communication engagement, improved productivity and improved in quality and frequency, not better customer service. only at an internal organisational level, but externally with government and Consequently, there are surprising outcomes between competitors who opened in revenue recovery and improved results, and dialogues and worked together to best ultimately, better return to shareholders. Our service the community. respondents were united about the need to continue implementing these positive learnings. Not all interviewees are convinced the changes Now the challenge for boardroom leaders, are here to stay. There’s an expectation that businesses and communities is to build these workforces will return to offices, albeit with insights into new ways of living and working. much more flexibility and Chairs will wait to The pandemic has certainly brought out the see the impact of COVID-19 on long-term best in people as leadership shows its human culture, learning models, ongoing projects, and side, a side now firmly established in directing mental health and wellness – and subsequently the recovery. what they and their boards can do to give targeted support to all stakeholders. 13
Leading in a brave new world | Chairs’ research report 2020 Choices on liquidity Short, sharp, regular meetings and distributed Strengthening balance sheet and liquidity decision making, often via the creation of sub positions was an immediate board priority. committees to ensure key strategic choices were made quickly. In the initial response to the pandemic, Chairs and their boards addressed immediate liquidity One matter that came up several times was risk and stabilisation challenges. When it experience from the global financial crisis, came to the burning platform of liquidity when some corporates had facilities but were arrangements some faced questions around not able to draw on them. When faced with the drawdowns, pay cuts, reductions in staff hours, same possible risk this time, some corporates stand-downs, and ultimately, redundancies. drew down on their facilities and effectively put money into their bank accounts. Further, many While many cited their experience through explored equity raises and some even quickly recessions and slowdowns as helpful, there proceeded because they were concerned there was little doubt they were traversing unfamiliar might be a flood of equity raises, and they territory. Commentary included discussion wanted to be first to market. of tricky liquidity decisions – for example, where operating margins were down but large losses were forecast – and the difficulty in knowing how to respond when it was near impossible to predict what would happen next, or how hard hit Australia and the globe would be. 14
Leading in a brave new world | Chairs’ research report 2020 Business performance and resilience Looking ahead, many respondents believe Balance sheets and liquidity positions were the pandemic will transform their organisations reviewed and there was increased board permanently. One Chair revealed more had scrutiny and focus on business performance. been achieved in three months in terms of speed, decision making, and innovation than According to several respondents, would ever have been achieved over a much the immediate pandemic response went longer period without the pandemic. considerably well; commentary was positive around the unfolding of crisis management As conversation turned to how the immediate plans, business continuity approaches, response would impact the future, interviewees workforce responses, and adaptation to the generally agreed the long-term nature of the increase in technology reliance. Interviewees crisis corroborated the need to hold onto their recognised that good companies have crisis people and customers. For example, the low management policies in place – and they know interest environment made it easier to carry how to use them. debt, and therefore make deferrals of payments and assist customers, with people-first With greater certainty around managing approaches potentially increasing stakeholder the crisis operationally, Chairs shared that loyalty as the economy recovers. they shifted their focus to organisation strategy and business performance. They spent a greater portion of board meetings assessing the drivers of underlying business performance, such as the impact of the crisis on short-to-medium term profitability given changing customer, market and competitive dynamics. Chairs used these forums as an opportunity to make strategic choices around how to uplift business performance to ensure competitive positioning was maintained. 15
Leading in a brave new world | Chairs’ research report 2020 Case study Limiting customers in store: where big data meets donuts – and skills of the heart. In the midst of pandemic chaos, And… with a ‘whatever it takes’ one retail group decided against attitude, one individual store manager a strictly analytical approach to even decided to provide free coffee maximise customer head counts and donuts to waiting customers, and instead empowered their local speaking with them at a distance, store managers to make decisions. and explaining the need to limit store capacity to keep them safe. The board understood it was the managers who knew how their A move that demonstrated how skills individual shops operated, knew their of the heart as well as skills of the head community, and knew how long it took are a mighty combination. to get customers through checkouts, and how many people they could safely have inside given government guidelines. In short, the board trusted local leadership to make the right calls. This allowed the retailer to act far more quickly than if they had only used big data to make decisions. It not only made the process more efficient but provided a human approach that empowered local management and improved overall customer engagement. 16
Leading in a brave new world | Chairs’ research report 2020 ‘The dinosaurs are back in favour’ It was these seasoned Chairs and executives Board members who have experienced that could recognise the nature of cycles and multiple crises in the past, played a critical engender a sense of caution, balance and see role for the CEO and executive leadership strategic growth opportunities through the teams during the pandemic. uncertainty. They understood what it meant to ‘leave something in the tank’ for when the According to interviewees, seasoned board cycle moved into a new phase. One respondent members with crisis and recession experience spoke of the need to ‘balance returns with were highly valued and played a critical role investing in the future, be strongly capitalised, in advising their CEOs and executive leadership and be able to take advantage organically team on crisis management, strategy, and and inorganically when things eventually turn’. operations during the initial response to the pandemic. The newer directors and executives A vast majority of Chairs agreed that in who had not previously experienced such crises, resilient leadership comes to the fore a crisis felt very supported by directors with the priority to preserve and generate providing insight in dealing with a deep crisis, capital, have clear accountability for outcomes or as one Chair lightheartedly quipped, and controls, and allocate scarce resources with “The dinosaurs were back in favour”. efficiency. And while most agreed leadership is important, interviewees identified a shift – it’s now more about earning the trust of people “Playing solid defence, who’ve invested large parts of their lives and livelihoods in the organisational ecosystem. with great offense”. Punit Renjen, Deloitte Global CEO on resilient leadership Key considerations for Chairs • Put the customer at the centre: Trust local • People as priority: Maintain a focus on management to make the right local choices. the human impact of external and internal • Duties for directors: Provide leadership factors, guided by purpose and values. that ensures decisions taken fulfil duties • Deliver strong messaging: (including safe harbour/temporary relief). Clear communication boosts trust. • Lean into experience of seasoned board • Accelerate new business models: directors: Recognise expectations have Look for opportunities to fast-track better shifted so Chairs need to stay in touch business systems, such as virtual working. and keep pace. • Assess liquidity risks: Review upcoming • Set relationship cadence with CEO: significant commitments and the Encourage a closer working relationship organisation’s ability to meet them, as well with the CEO through more frequent as working capital and funding position. interactions and provide counsel and a sounding board. 17
Leading in a brave new world | Chairs’ research report 2020 Boardroom impacts: changes to governance Is the role of the Chair becoming harder? Throughout the crisis, Chairs needed to adapt their governing styles in order to lead virtual board meetings effectively while maintaining strong connectivity with board members – moving forward the role of Chairs will likely integrate these adaptations to various degrees. Historically, the Chair’s primary role In particular, Chairs shared that they as ‘first among equals’ has been to needed to adapt their skills and usual style organise the business of the board when moderating virtual board meetings. and board meetings. Establishing basic etiquette is an important consideration for the Chair such as having As team leaders, Chairs have been impacted every director appear on the video screen by the loss of informal get togethers of and having a mechanism for the Chair to see the ‘board-as-team’ during the pandemic. meeting attendees when they speak. Ensuring These ‘board-as-team’ impacts have been all directors have the opportunity to speak compounded by board meetings themselves has been aided by ‘mic mute’ and virtual becoming virtual. The whole boardroom hand up functionality. Depending on board dynamic has altered and Chairs have noted size, conducting a round robin process may it’s harder to read a virtual room, and they’ve be valuable, alternatively having the Chair found guiding discussion, debate, and nominate those with pertinent expertise decision-making more challenging. While to speak first on specific matters may work several boards have been forced to adopt better. Vote taking should not assume that a model of virtual board meetings, it seems silence is assent. the jury is still out on how effective such meetings may be over the longer term. It’s the unspoken word that is now harder to get. 18
Leading in a brave new world | Chairs’ research report 2020 Chairs have also had to adapt for the change The ability to build camaraderie among in ‘board-as-team’ and boardroom dynamic the board and executives in person, by arranging more frequent virtual catch is also sorely missed. Chairs have sought ups with individual directors. Such meetings to supplement this with many, many more assisted Chairs in better understanding how calls, while also experimenting with innovative each director is thinking and feeling about ways to connect using virtual drinks, virtual an issue or agenda item putting less reliance dinners or simply virtual chats. While Chairs on ‘reading the room’ in meetings. don’t feel that these are as effective, they have been valuable, nonetheless. Finally, a recurring theme was that Chairs missed the benefit of the pre board dinners and the coffee break chats, where they The lack of social and can pick up on body language, personal nuances, ‘gut feels’ and ascertain intangible pre board dinners has made observations of board members like mood the life of a Chair harder. and changes to a person’s disposition. 19
Leading in a brave new world | Chairs’ research report 2020 Long-term shifts: Accordingly, there is strong sentiment of boards more active stewardship needing to continue to exercise more active The crisis has led to a number of stewardship of the organisation to ensure they permanent, long-term shifts in how board maintain meaningful oversight of management meetings and committees will be governed. and business operations. According to our Chairs, almost all boards What also strikingly stood out were the shifted to weekly meetings. There was major formation of sub committees to expedite cut back on paper and detailed reports, decision making and push choices to a local a shift in agenda to have more discussion time level. Frequent, short meetings and pulse than formal presentations, and a setting checks by boards also paved the way for up of temporary sub committees to deal with sub committee meetings in a similar cadence. ‘business as usual’ which allowed more time in board meetings for critical issues and to focus on strategy. This has been a revelation for some – enabling deeper dives into the business and enabling the board to focus on what’s important. Many are now reflecting on how to rebalance this for the post pandemic period and retain some of the value. And while interviewed Chairs acknowledged the shift in agenda toward strategy and business performance – versus compliance, governance and risk – leaders must strike the right mix. Active stewardship focuses on culture, challenge, accountability and long-term stakeholder outcomes. 20
Leading in a brave new world | Chairs’ research report 2020 A new era of sub committees: COVID-19 has provided a unique opportunity more frequent, but shorter meetings for boards to meet more frequently but for In many of our conversations, a shorter time. Some boards have held weekly interviewees mentioned the formation or fortnightly meetings during the crisis period. of sub committees to deal with immediate More frequent but shorter meetings have issues, decision making, and governance. afforded multiple benefits for boards including a reduced but more targeted set of information One Chair described the creation of to consider as well as more meaningful a ‘Cash Committee’ to focus on liquidity, discussion and focused decision making as well as a ‘COVID Safety Committee’, on critical items. each convening on a weekly basis. Another interviewee cited a ‘Financial Performance As a result of the crisis, Chairs now have the and Planning Sub Committee’ comprised opportunity to embed some of these benefits of three board members, but with invites longer term and we may expect to see some extended to others as required. Chairs also further recalibration of board calendars spoke of the need to ensure good governance, and meeting agendas that pick up the good mutual support across priorities and KPIs, governance disciplines and efficiencies this and alignment with executive committees. has brought about. 21
Leading in a brave new world | Chairs’ research report 2020 Equilibrium: physical But perhaps the biggest conundrum for and virtual meetings Chairs and boards is how to keep connected to A hybrid model will be a key feature what is happening in operations on the ground. of future board meetings. The value of virtual site visits, including use of drone technology for boards taking the pulse Going forward, the majority of Chairs of the organisation, may well depend on the interviewed plan to move to a hybrid nature and geography of business operations. model with a mix of face to face and virtual meetings. Face to face may be reserved Chairs of organisations that have a global for more critical issues and decisions, while presence shared that they are more likely virtual is considered suitable longer term to embrace virtual site visit capabilities over to the more mechanical board functions the longer term, while local operations remain such as periodic policy approval. subject to ongoing in person site visits by directors who seek to connect with operational For our interviewees, hybrid had varied staff and/or customers. Occupational Health interpretations: and Safety is one area where it may be more challenging to conduct any meaningful walk • A combination between virtual and physical through via virtual technology. meetings throughout the year with a leaning towards more physical than virtual as the new normal. • Virtual in allowing directors to choose to dial into a physical meeting, which might have previously been frowned upon. • Hybrid could mean that not all directors may travel to sites, but local based board members can be on the ground and other board members can dial in and use technology to connect in. 22
Leading in a brave new world | Chairs’ research report 2020 Virtual AGMs: here to stay? For this reason, it’s important that virtual Virtual AGMs have presented both AGMs are set up in a way that retains as much challenges and opportunities – given of the beneficial qualities of a physical AGM the ongoing debt on its long-term as possible and does not exclude the smaller viability, Chairs are likely to adopt investors of the company. For Chairs, in a hybrid approach. particular, this presents a new challenge as they are the ones that need to ensure In response to the pandemic, temporary all parties have a fair opportunity to participate amendments were made to the Corporations in the meeting. Act to enable virtual AGMs, and it looks like this could be here to stay with the Government To be effective – and to ensure full transparency currently seeking stakeholder views on exposure of all questions asked by stakeholders – Chairs draft legislation that makes virtual meetings could consider staying ‘connected’ to their under the Corporations Act 2001 permanent. audience throughout the meeting by having their cameras turned on, monitoring (or having someone monitor) the comments or use I don’t want virtual AGMs ‘virtual hands’ (depending on the online platform used) to ensure no questions are to become a fixture. being missed, double-check the technology I don’t think it is an is working, share a detailed agenda and formal rules of conduct (including how to ask enriching experience. questions) with shareholders well in advance of the meeting and make sure to follow through during the AGM. Given virtual AGMs have only been allowed for six months, it’s too early to understand While the debate as to whether virtual AGMs their true impact. However, some impediments will become permanent continues, the view have already surfaced that go to the heart from several Chairs is they will most likely of the purpose of AGMs. An AGM is one of the adopt a hybrid approach. few occasions where boards are questioned for their actions, required to provide answers and held to account by shareholders. Our Virtual AGM went like However, virtual AGMs can be perceived as an opportunity to deflect and avoid clockwork. It’s amazing how questions and hide behind a screen, leaving quickly and well it worked. retail shareholders without a voice to raise their concerns and further eroding what precarious trust and confidence they have in boards. 23
Leading in a brave new world | Chairs’ research report 2020 Board and C-Suite, Chair and CEO: Perhaps the most significant benefits relationships in overdrive of this change in working relationship The crisis presented the opportunity to have been realised at a human level as deepen the relationship and trust between trust and respect has deepened. Chair and CEO, driven by more frequent catch ups and updates. We now catch up weekly to COVID-19 provided an opportunity for test ideas, soundboard and the CEO to work more closely with the Chair and for the C-suite to tap into board and challenge ‘what am I missing?‘ director experience to support implementation by management of strategy. Chairs supported CEOs by anchoring decision making under uncertainty in mission and values. Boards supported C-suites through stepping closer into critical operations including crisis committees, command centres, and communications. 24
Leading in a brave new world | Chairs’ research report 2020 Recover Scenario planning: looking long. Scenario planning has become a key feature of board meetings to help drive adequate forward thinking and ensure robustness of crisis management plans to address future adverse events. As the pandemic played out, Chairs and We heard Chairs express the need to widen their organisational leaders, in light of testing parameters, which often included significant uncertainty, took to scenario looking at where buffers could be placed, planning to explore options, drive better for example, within supply chains. ‘What if’ decisions, inform long-term strategies, stress testing was prevalent, particularly and determine the impact on their for informing the roll-on effects as strategy organisations, industries, and markets. moved through respond and recover into thrive. Unsurprisingly, several interviewees reported an increase in the number of scenarios they The overall feeling around the value of explored – up to 50 different scenarios, from scenario planning was positive. Many doomsday to off the chart recovery. Many respondents felt it held their organisations spoke to a focus on liquidity, while others in good stead and were pleased with how were more interested in how scenario planning the technology held up in reflecting the could help people get more comfortable unparalleled circumstances. Or as one with a broad range of possible outcomes Chair described, ‘When it comes to of the crisis. scenario testing, nothing is too wild’. We can’t predict the future so we use scenarios to plan forward. 25
Strategic choices: We accelerated our stop, start, accelerate creative thinking around Corporate strategy remained largely unchanged throughout the crisis; however, what is possible. it provided an opportunity for boards to conduct a strategic pulse-check. In some cases, existing strategies were ripe The pandemic provided boardroom leaders with advantage, for example, one interviewee with the opportunity to reflect on which explained how the ability to operate with strategic choices to stop, start and accelerate. a ‘laser focus on safety’ was already built into Overwhelmingly, Chairs confirmed their their sector DNA. Other interviewees discussed strategies remained relatively unchanged. how operating across global economies meant they were able to mitigate individual slowdowns What had shifted was the pace, with by using stop and start strategies. COVID-19 accelerating productivity and efficiency and challenging the ambition A large number of Chairs also spoke about of execution. Organisations had identified Australia being a safe place to reset business. the productivity gains realised from the abrupt As a country we’ve handled the pandemic shift to technology during the pandemic as well as any developed nation, even taking and saw increased value to be extracted. into account the Victorian second wave. This For some, the strategic focus remained on brings more specific exploration to the fore, growth or increasing output, with one Chair such as whether sustainable supply chains, even describing a countercyclical approach for example, might be increasingly domestic. of accelerating their strategy to increase Further, some respondents said that call centre investment in capital expenditure. Others strategies were being reviewed with a positive echoed this sentiment or were actively view to moving a higher percentage on shore. looking at acquisitions. Future greenfield investments would also be increasingly evaluated based on pandemic Key to this continuation of strategy was the response. In many ways, Australia has never pleasant realisation that many had initially looked better off in terms of attracting underestimated the ‘substitutability’ factor: domestic and offshore investment with a ‘CV’ their corporations could pivot, resulting that’s received a valuable and enviable upgrade. in a milder economic impact. Often a long- term view of retaining talent and attracting customers was also driving this strategic A large number of our behaviour. While it was business as usual Chairs also spoke about for strategy, a number of interviewees spoke about reviewing specific components, such Australia being a safe as simplifying growth markets and segments, place to reset business. risk mitigation (e.g. within supply chains), or revisiting other elements like workforce operating models and IT roadmaps. 26
Leading in a brave new world | Chairs’ research report 2020 Fast track: digital For example, in areas of healthcare where transformation and innovation digitisation has been slow on the uptake, There was a clear focus and a global health pandemic left little choice action among boards and executive other than to come up to speed. Other leadership in accelerating digital elements assisting sectors include using the transformation agendas. recovery to build-in new functions, such as digital supply chains. Risk was also heavy on When Chairs were asked about strategy, their the agenda during the crisis recovery phase minds quickly turned to digital acceleration. and onward. Boardroom leaders and their A significant portion of Chairs called attention organisations must clearly also acknowledge to the heavy investment in digital and online. the risk ramifications attached to the More than half of interviewees explicitly spoke acceleration of these trends, with of accelerating investment in digital, data, Chairs recognising the need to focus cloud, cyber and IT transformation. on key risk pillars, such as cyber security. The need for Australia to become fluent in Overall, most Chairs feel positive about the virtual exchanges, with minimal disruption rapid expansion of innovation and digitisation. in an already uncertain environment, was Some even expressed palpable excitement prevalent and interviewed Chairs were eager at how this has amplified creative thinking to explore the facets of this change and and changed beliefs around what’s possible, uncover productivity gains. creating enthusiasm for everything from simplification to automation, experimentation Our respondents expressed great respect and beyond. for the ability of workforces to adapt to virtual and hybrid modes. Almost overnight, clients and customers changed their expectations More than half of to reflect the new circumstances. For example, interviewees explicitly spoke in the banking, retail and consumer sectors, there’s been an explosion in online transactions of accelerating investment and purchases, the ramifications of which in digital, data, cloud, cyber are largely predicted to mark the beginning of a cashless society. According to some and IT transformation. interviewees, the lack of digital capability in some industries was stark, but upskilling was expedited by the urgent nature of the crisis. 27
Leading in a brave new world | Chairs’ research report 2020 Business performance: empower now authority to, ‘Get on with it because there was Local management were empowered to simply no other choice.’ The simple truth was make strategic choices at pace throughout senior leadership couldn’t travel to interstate the crisis, delivering positive business or overseas sites, so virtual workarounds were outcomes – given this, there is positive as good as it got. Chair sentiment in ensuring this heightened sense of local empowerment is retained. From drone technology to live action head or handheld cameras, video touring with Prior to the pandemic, the future of work was employees who were able to access sites was a hot topic. Then suddenly, the future arrived. as close to the ground as boardroom leaders Off the back of this, our Chair interviewees could get. As a result, local leaders found acknowledged the deep change occurring themselves empowered with authority across organisational operating models and to do what was needed. workplace culture, with many respondents also agreeing it’s only the beginning of a much During the interviews, many Chairs commented more connected, communal, and people- that this was quite empowering for local focused future. management and they rose to the challenge. Chairs also spoke about wanting to retain this Specifically, distributed leadership, future heightened sense of empowerment as it was operating models, and an empowerment culture good for the business. were central topics covered in conversation as key to a quick and a successful response and subsequent recovery. Chairs spoke of having “Having engaged people is little to no time for deliberation, which meant giving local management and committees the the best way to mitigate risk”. Tom Imbesi, Chair, Deloitte Australia Key considerations for Chairs • Challenge operating models: Engage • Review scenario plans: Look long and in constructive discussion and debate on realise no scenario is too wild to contemplate. the pros and cons of flexibility and agility and decide on a suitable operating model • Trust your strategy: Pick up pace on the (i.e. physical, virtual or hybrid) for the elements that suit and pivot fast to bridge organisation’s BAU activities, meetings any identified gaps. and events (e.g. board meetings and AGMs). • Positively embrace innovation: Allow • Actively listen: Stay well informed by for rapid digital upskilling and expand monitoring and reviewing employee views on what’s possible. surveys and soundings – understand • Empower a broader leadership team: the impact on culture. Reap the rewards of an engaged and active • Loop back to assess impact: Receive leadership ecosystem. regular reports on the real outcomes • Remember active stewardship: Increase of any policy change implementation. focus on culture, challenge, accountability and long-term stakeholder outcomes. 28
Leading in a brave new world | Chairs’ research report 2020 Thrive Embrace the long view: with an eye to vulnerabilities. Chairs are optimistic about the future of Australia, however there’s caution that uncertainties will likely remain for some time. Our boardroom leaders are optimistic Chairs warn that a prolonged economic about Australia’s prospects to bounce recovery may still force some organisations back quickly from this crisis and many are into further job cuts, a winding back of justifiably bullish about their aspirations government stimulus and support will for growth in their organisations. The exacerbate the pain for many and ongoing enviable health response here positions impacts – particularly to productivity – us well for a sharp recovery and business due to a general deterioration in mental leaders should be confidently poised health all counter the pervading optimism. to take full advantage of this. Also, one Chair noted that while a vaccine may help our lives return to a sense of However, this is balanced by a recognition normalcy much quicker, it’s unlikely to that many of the longer-term impacts – have an immediately positive impact on particularly on younger Australians who the economy in the short-term, which have been disproportionally displaced – may prove frustrating to many. may still reveal themselves including a possible exacerbation of intergenerational wealth issues and impacts on superannuation. It’s impacted small Some raised concerns about the disparity and medium business of wealth in the community more broadly, disproportionately, as well fearing that the crisis has widened the gap between the haves and the have nots and as affecting the younger suggesting social policies may need some worker more than the review to manage this into the future. One thing is clear, Australia must not leave young experienced, and women people or minority groups behind. have been adversely affected more than men. 29
Leading in a brave new world | Chairs’ research report 2020 Plus, Chairs reflected that the crisis has At a macro level, Chairs remain aware that uncovered gaping holes in some industries, Australia is also likely to feel the pressure from such as the devastating revelations of the poor ongoing geopolitical changes and international state of the aged care system with possible instability. A transitionary government permanent shifts in other industries such in the US, Brexit in the UK and simmering as hospitality, tourism and higher education. diplomatic relations with China, compounded It’s impacted small and medium business with the nasty second wave of COVID-19 disproportionately, as well as affecting the now sweeping the globe, will all have some younger workers more than the experienced, direct ramifications for business here. Chairs and women have been adversely impacted are concerned that we don’t let short-term more than men. Attention must be paid reactiveness cloud the critical long game to fix these faults fast, as well as support we will need to play, particularly when it for hospitality, tourism, retail and service comes to trade. industries that are essential employers, particularly of younger segments of the community. 30
Leading in a brave new world | Chairs’ research report 2020 Crisis creates opportunities: and Our speed to control the virus for now also amplifies our national strengths positions us as a world leader in terms of health The world is and will be very different – and government response, offering a crucial innovating and adapting will be key road map to other countries for a potential path to Australia’s long-term prosperity. out of this crisis. Australia is placed firmly in the spotlight on the world stage and our business Many interviewees shared an ambitious and political leaders should look to cement hope that the very things the world already this as our recovery and thrive trajectories recognises as our strengths will see an even continue upwards. greater demand than ever before, positioning Australia as a net-beneficiary of the crisis. Australia is placed firmly They hope to see a laser sharp focus from in the spotlight on the leaders within sectors such as mining, that are expected to continue to blaze a trail of recovery world stage and our to benefit not just those organisations but boost business and political the prospects for the wider community. leaders should look to The Chairs identified other key sectors such cement this as our recovery as education and tourism where we can innovate and extend our global leadership position and thrive trajectories and they are confident we will continue to continue upwards. be a supplier of choice to the world for food and other in demand natural resources. Australia is better placed and better led than most countries. 31
Leading in a brave new world | Chairs’ research report 2020 Brave, passionate leadership: However, many Chairs agree that physical can’t helping boards thrive be replaced and will likely be saved for business- While the crisis has brought many critical discussions and decisions. Less domestic challenges, it is an unprecedented and and international travel for board members also exciting time for Chairs – diversity potentially frees up time that can be spent on of experience and board composition more immersive experiences, such as site visits, will enable strong leadership within giving our boardroom leaders fresh perspective organisations in opportunistic times and deeper insights into their operations and and during times of crisis. teams. It will also enable more international leaders to accept Australian board positions as Our Chair interviewees would have every they don’t need to travel a week of every month reason to feel fatigued after many months of for board meetings. In turn, this should aid in intense focus. Instead they sound emboldened attracting international and more diverse skills by their recent experience and committed to onto Australian boards, where previously continuous improvement of their boards. Chairs the travel was a big inhibitor. noted that now is the time to remain passionate and be brave in leading their organisations into the future. Skills are one thing, but The flexible and hybrid working models that passion and excitement many organisations relied on with great success, are as important. will continue to enable boards for the future. New technology will allow smarter business models and productivity gains, and the cadence of governance may be irrevocably changed through the use of different technologies to assist with decision-making. WhatsApp, Skype, Zoom, digital blackboards and interactive portals will allow for more rapid, quick decisions. An expectation of ongoing limits on business travel may mean less physical, face-to-face board meetings. 32
Leading in a brave new world | Chairs’ research report 2020 While there is no denying that the Human aspects that businesses may have experienced heads around the board room previously misjudged, such as emotional tables of Australia were able to lean into their intelligence and vulnerability, should be seen impeccable credentials to stabilise the ship as a strength and not a weakness. Looking during this crisis, going forward there will be for opportunities to bring new blood onto great benefits to embracing diversity in all its boards, giving them time to shadow and forms on boards. Diversity of experience in learn from more experienced directors, terms of age, cultural background, education was a focus for many boards pre-pandemic, and skills will enable broader and better but seems even more important now to build leadership within organisations in good times resilient organisations. as well as when times are challenging. And as one Chair aptly noted, ‘Skills are one thing, but passion and excitement are as important’, and investing emotionally in the business and the industry are important. Key considerations for Chairs • Learn and adapt: Actively focus on root • Encourage a bold growth agenda: cause and learnings from what has gone But stay mindful of macro issues and wrong and build this focus into the ‘routine’ potential ongoing human impacts. of the board. • Stay focused on purpose: Develop • Re-evaluate remuneration: Develop a purpose and strategy that is remuneration structures aligned with the focused on a long-term view, including organisation’s long-term view and desired restructuring and improving the culture and social expectations . organisation’s financial position. • Keep pace with digital transformation: • Leverage strengths and opportunities: Ensure the organisation is equipped to Pay it forward to support other be able to work in a highly digital and organisations and countries. technological environment. • Keep on caring: Treat the community • Commit to diversity in all forms: as an important stakeholder and have The best business choice now for boards greater regard for community expectations. of the future. 33
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