
Tanguy DELAMARE
“The pessimist complains about the wind, the optimist waits for the wind to turn, the leader adjusts the sails.” John Maxwell
A leader needs to include governance as an imperative in his agenda and to be trained in this exercise. To ignore it is to subject yourself to the vagaries of non-preparation and consequently to a reaction suffered.
Governance is a set of legal and regulatory provisions; of best practices; of behaviors that delineate the scope of power and responsibilities of shareholders, managers and members of the Board.
Governance looks like an hourglass and is divided as follows:
Each manager must design his own governance. So we talk more about “Chosen Governance” than “Good Governance”.
Governance is, above all, at the service of a project. If the latter changes, governance can then in turn evolve.
The Board of Directors is a collegial body responsible for the strategic orientation of the company and its implementation.
The operation and mission of a Board are governed by company statutes, sometimes internal regulations are also put in place, which can provide details. There are therefore variants depending on the governance chosen.
It is essential to create good cooperation between the three powers. There is a need for discussion and agreement between the Board and the Directorate-General on the distribution of the roles of each, according to the strategic approach.
They need to define and maintain the company's vision. The development of the strategy is the result of the work of the Director General with his Management Committee who then present it to the Board. Once validated by the Board, the manager is in charge of its execution. It is then up to the Board to monitor and assess the implementation of the strategy.
Once the composition is done, it is necessary to define the behaviors of an administrator:
The best practices of a Board:
Important technical practices:
It is important that the Directorate-General adheres to the decisions. Trust and caring are essential elements. Also, the Council must not interfere in operational matters.
It is necessary to elect a Chairman of the Board (who is not operational) and a Secretary General who is in charge of implementation. The separation of powers must be applied. It is important to set up a management system.
The role of the leader is to engage everyone. It is therefore necessary to share the purpose of the company, to structure the missions and to specify the roles, responsibilities and objectives of each.
“The pessimist complains about the wind, the optimist waits for the wind to turn, the leader adjusts the sails.” John Maxwell
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