Podcast: What’s It Take to Get on a Board, Anyway?

You might consider joining a board of directors. Even if you haven’t quite reached the pinnacle of your leadership journey, preparing now for the endeavor is a wise strategy because it requires a specific set of skills you’ll need to showcase before you can be considered for board leadership.

But snagging a board seat isn’t like landing a normal job. For instance, you don’t apply for it, says Victoria Medvec, a professor of management and organizations at Kellogg.

“It normally starts off with someone identifying you as a candidate. You don’t apply for a board,” Medvec says.

On this episode of The Insightful Leader: A primer on joining a board of directors, straight from an experienced board leader.

Podcast Transcript

LAURA PAVIN: Where does a person go after they reach the top? The C-suite? The helm of their company? You may be pondering this as you lean back in the leather chair of your corner office. You may be pondering this hunched over a laptop at a coffee shop. The point is, whether you’re an executive or you’re planning on becoming an executive, you’ll probably start itching to take some kind of next step. Which means you’ll probably start wondering, should I join a board?

Welcome to The Insightful Leader. I’m Laura Pavin. And today, we’re talking about something that seems a little more opaque to a lot of people: joining a board of directors. People do it for a lot of reasons, like making themselves more visible to the professional world, strengthening their executive brand, and expanding their networks. But the thing about joining a board is that it’s not the same process as applying for a job. It’s kind of got its own set of rules. So we thought we’d share a little crash course for all you aspiring directors out there.

Now, the people who typically nab board seats do tend to be leaders who are well into their careers. If that’s not you yet, on’t worry. It doesn’t hurt to start thinking about what you’ll do now to ace the process later.

VICTORIA MEDVEC: This might be a ten-year or fifteen-year goal where you want to make good choices in your career today so that you have those opportunities in the longer term.

PAVIN: That’s Victoria Medvec. She’s a professor here at Kellogg and Co-Founder and Director for the Center For Executive Women. She’s served on numerous boards herself and helped more than 800 women find board opportunities across a wide range of industries.

And she shared with us her six pieces of advice that will help you secure your first board seat. That’s next.

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Alright, so before we get to the nuts and bolts of joining a board of directors, let’s first nail down what a board actually does. Here’s Medvec.

MEDVEC: So they focus on 3 key areas. Corporate strategy, CEO performance and succession planning, and fiduciary responsibility.

PAVIN: Whether it’s a non-profit or a publicly traded company, board directors serve an oversight role. And Medvec says that those responsibilities are not the same as an executive.

MEDVEC: It is not an operator role. It is not something where you’re going to do the work. You’re overseeing the work. So it adds a lot of decision-making and influence, but it’s not an operator role.

PAVIN: This difference matters because the skills you need to highlight are not the same as other roles you may have applied for.

MEDVEC: The fact that you’re an incredible leader may not be the thing because you’re not leading a big team. You’re interacting with the small team. So your ability to interact well and listen and give advice are much more critical than your ability to lead a team of 3,000 because it isn’t that operator role. So you really want to think about what are your unique competencies around strategy, CEO succession and planning, fiduciary responsibility—what would you bring into that boardroom and what proof points do you have that you can really operate at that director level.

PAVIN: Emphasizing these skills, however, is not a simple rewrite of your resume. In fact, you need to create a totally different presentation of your abilities.

Which leads us to our first piece of advice from Medvec: Make a board bio.

MEDVEC: A board bio is not a resume. It is not listing and describing everything you have ever done. Instead it is a description of what you would bring to the board.

PAVIN: Unlike a resume or CV, the board bio really is more of a story. You’re going to be writing full paragraphs with descriptions of particular skills you’ve acquired from the full arc of your career. It’s not a listicle.

And importantly, what abilities you put in your bio should be tailored to whatever organization you’re considering. Take this example Medvec gave from her own life.

MEDVEC: I was looking specifically for a biotech or pharma board. I did a lot of work in the biotech and pharma industry for my consulting side, and I thought I could really uniquely help a board, particularly one that had just recently done an IPO. Usually it has a lot of scientific people on that board, and yet they have a lot of commercial challenges ahead, and I work on that commercial side. So I thought I would be really uniquely positioned for that, and I made a bio that was very tailored to that.

PAVIN: Now you can make a generalized bio as well, sort of like a template. But be sure to refine it once there is a specific board seat you have in mind. Medvec also says you should have a bio before you start looking for a board seat.

MEDVEC: You should never start a board search without a board bio ready because the most common thing people say in any conversation is send me your bios, send me your information, and you don’t want it to take 6 weeks for you to follow up on that request from that call.

PAVIN: Alright, now with the bio in place, we can move onto the second piece of board search advice: Find your fit.

Something Medvec asks every single person she mentors is what sort of board they want to be on. And a lot of time they will say things like Apple and Google, which is great and all, but …

MEDVEC: Unless you’re a sitting CEO of a very large public company with a lot of knowledge in an area that would be interesting to that board, it is unlikely that you’re getting that big high-name board.

PAVIN: It’s not the most realistic. And those big-name boards are a small sliver of the exciting opportunities. There are private-equity boards, startups, and nonprofits. And Medvec says often a great board fit might surprise you. Like, for example, she shared this story of a friend of hers who was a CEO in the energy sector for a long time. And she got offered her first board opportunity.

MEDVEC: It was a gravel company, and she’s like, gravel, who could get excited about gravel?

PAVIN: On the surface, not the sexiest company, but then she took a closer look.

MEDVEC: She looked at the other board members, and they were a very impressive group. She knew it was a publicly traded company. She knew it would provide her with a lot of opportunity, but she also knew she would really know a lot to bring to that boardroom because she had been in the energy sector. And so she decided to take the gravel board.

PAVIN: And not only did the board end up being a great fit, it also led to more opportunities.

MEDVEC: And that first board led to many, many, many other boards, because gravel had some sitting CEOs who were in the auto industry who then got her onto a board in the auto industry and that led to another board and another board and another board—and across her whole career, she’s had a portfolio of board opportunities.

PAVIN: So, don’t judge a board by the company.

Once you’ve done your bio and considered your board fit, you’re getting close to being ready for consideration.

But there’s a third thing you need to do, and it might be the most important part of the preparation advice: Talk to your CEO. In order to join a board at all, you’re going need their permission. And if you don’t have that conversation starting out, it can be a disaster.

MEDVEC: Do not make the mistake of not having a conversation before you pursue opportunities. I can tell you a dreadful story about a time in the women director development program where a person came in and they had not checked with their CEO about a board opportunity. They were a really hot commodity. They were incredibly desirable, and a search firm picked up on them from the women drug to development program. They pursued the opportunity and then at the very end when they went to get permission, the CEO said no.

PAVIN: You do not want to be in that position, so plan that meeting with your CEO. Medvec says that the best way to approach that conversation is to show how this opportunity is going to develop your skills, which in turn will benefit the organization. She also says that talking to your CEO doesn’t have to be an obstacle. You can actually use it to help you.

MEDVEC: Your CEO might say, I absolutely think that would be great for you, and you could ask them if it would be alright if you talked to some of the company’s current board-of-director members from your own company. They could be a huge source of opportunity for you. Think about it. Your CEO may serve on boards, your company’s sitting directors may serve on other boards. There’s a huge opportunity in that.

PAVIN: It’s all in how you approach the conversation. So demonstrate how it will help the company, and treat it like a networking opportunity.

That about wraps up what you need to do to prepare. But now that you’ve done all that, how do you actually get onto a board? That leads us to step four: Lean on your network.

Okay, so here is where things actually get a little strange—you don’t actually apply to be on a board. You are selected for consideration.

MEDVEC: It normally starts off with someone identifying you as a candidate. You don’t apply for a board. It’s not like you’re sending in your application. So normally someone is recommending you for that process. So it might be a search firm that reaches out to you. It might be that you get a call from the secretary of the board. It might be that in a conversation you’re having, you talk to the person who is the CEO and they express an interest.

PAVIN: And because this is how the process works, Medvec says your network really, really matters.

MEDVEC: Your network will be key to you in getting board opportunities. Even if you get a board opportunity through a search firm, it is very likely that your network will have recommended you and led the search firm to contact you.

PAVIN: There is a reason every MBA student makes a network map when they start at Kellogg. Those connections are your gateway to being interviewed for a director role. So advice number four: Use your network. Reach out for advice, express your interest in a board seat, and make sure you have a board bio ready.

Let’s imagine you’ve nailed all of this and you’ve landed yourself an interview. Now we move to step five, which is: Understand what you’re selling in the interview.

When you start the interview process, you’re going to be meeting a lot of people from the CEO to the head of HR, to members of the board. And much like your board bio is not your resume, what you showcase in your interviews is different from a standard job interview.

MEDVEC: So your job in the interview is not to focus on highlighting your qualifications. The key in the interview is to highlight your fit with the other board members and how you might complement the existing board, how you might bring something unique to that situation. A lot of people make the mistake of highlighting as though they’re going in for a job, highlighting their capabilities and skills but not paying enough attention to the fit.

PAVIN: Medvec says to remember that the fact you’re even being interviewed already proves you’re qualified for the role. So what you need to demonstrate is how you’ll be able to collaborate with existing board members. It’s all about tailoring your experience to whatever is currently in place at the organization.

Okay, so you’ve followed all of these steps and—congratulations! You’ve landed yourself a spot on a board. Medvec doesn’t want you to celebrate just yet. She has one more crucial piece of advice for you.

Which is step 6: Evaluate the position before you accept it.

Medvec says that as difficult as it is to get on a board, it’s even harder to get off. Because if a director leaves a board soon after joining, that can have serious consequences, like affecting the share price of a public company.

So what should you look out for? Some things are obvious, like if you discover the company is engaging in some sort of fraud. You should probably pass on that one. But some things are harder to assess. For example, what role a board plays for an organization can vary.

MEDVEC: As you think about private boards and public-equity-invested boards and family boards, one of the things I would tell you is that sometimes the role is not as clear. Some people might just want a rubber-stamp director who’s just going to approve, approve, approve, approve. I personally would never want to be on a board where I was a rubber stamp, because I think it’s too reputationally challenging to just be rubber-stamping. I want to be active in the discussion.

PAVIN: One way you can figure out this sort of information is by asking to see some meeting minutes, which will give you insight into what a typical board meeting looks like.

MEDVEC: Asking to look at some of the minutes from board meetings is perfectly appropriate once they have offered you the board opportunity. I think another key thing is, does the board engage in debate or are they just looking for approval? I always like to ask the question, give me an example of a time where the board and the CEO disagree and what happened. And my worst answer that I could get would be it never happens. Because if it never happens, it’s a sign. That CEO is probably not encouraging board debate.

PAVIN: So requesting those documents and asking the right questions should give you some indication of what your experience on the board will be like. The other question you need to ask about is the time commitment of this role. Unless you’re retired, you’re going to be shouldering these responsibilities along with your current job. It’s typically bad form to ask about the time commitment directly, but one way you can find out is by asking to see the board calendar.

MEDVEC: That’s a question that is really good, because it makes it look like you’re really smart and you know about this, and it also ensures something that is key, which is the board calendar will not change because you have a conflict most often. So it’s very appropriate very early in the process to ask, can I see the board calendar to ensure that I don’t have any conflicts with other board commitments?

PAVIN: Medvec says, if you do have a conflict, you can’t pursue that board because those calendars never change.

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Okay, prospective board member. We’ve equipped you with some pretty solid marching orders from our resident pro. But we’d like to leave you with one more piece of advice from Medvec, and it has to do with compensation.

Medvec says people often bring up questions about how much they will be paid for serving on a board, but in her opinion, you should never do this for the money.

MEDVEC: Do not think about this as a money source. Think about this as a learning source, an opportunity source, a growth source. But don’t take it for the money, because I think that every sitting director I’ve ever talked to would say you are either way overcompensated or way undercompensated at any moment on any board based on what happens on that board.

PAVIN: Remember that this is a way for you to grow your professional profile and gain new skills. If you start calculating the hourly rate for the work you put in on a board, you’ll probably be disappointed. Also, in many cases your compensation will take the form of equity in the company, which sure can grow your wealth, but is not the same as a paycheck.

That about does it for our crash course in finding your first board. Whether that opportunity is around the corner or 10 years off, these tools will set you up for success.

[CREDITS]

PAVIN: This episode of The Insightful Leader was written by Andrew Meriwether. It was produced and edited by Laura Pavin, Jessica Love, Susie Allen, Fred Schmalz, Maja Kos, and Blake Goble. It was mixed by Andrew Meriwether. Special thanks to Victoria Medvec. Want more The Insightful Leader episodes? You can find us on iTunes, Spotify, or our website: insight.kellogg.northwestern.edu. We’ll be back in a couple weeks with another episode of The Insightful Leader Podcast.