The book opens with the monkey and the nut parable. An African tribesman hunting monkeys digs a hole slightly larger than a monkey’s hand and places a nut at the bottom. A monkey grabs the nut in his fist but cannot retrieve the hand without dropping the nut. Despite having the means to escape the monkey remains locked to the nut and becomes an easy lunch for the hunter.

The given reason for writing the book is the authors belief that many boards are still ‘holding onto the nut’—wedded to ingrained practices, unsuited to a complex world and poorly positioned to grasp tomorrow’s opportunities.

It is broadly accepted that the ’70s Friedman perspective is passing. The narrow interpretation of corporate purpose being only to benefit the shareholder has taken time to dislodge but the change is now rapid and accelerating. Accountabilities in the boardroom are ever widening. This book projects forward to what the board able to address the future should look and behave like.

There is ample evidence of current dysfunction; the authors cite a range of known culprits, including Enron, BP, Wells Fargo and Volkswagen. We could add a few from closer to home. Consistent with the thinking of Bob Garratti and others, they suggest that, as ultimate leaders of the organisation, the behaviour of directors affects the management team and ultimately colours the entire organisation.

The early part of the book addresses the changing mood of a society less willing to accept poor behaviour from its corporate citizens, citing tax avoidance and rising shareholder and consumer activism. In a networked age, a fall from grace is minutes away at any time. They note that Trumpism and Brexit have made apparent an anger derived from a lack of trust in the prevailing social order. According to the annual Edelman Trust Barometer,ii the gap in institutional trust between the elite of society and the wider population had grown significantly in recent years.

The central thesis here is that business will need to genuinely care about the society it operates in, far beyond any corporate social responsibility whitewashing or insincere greenwashing. Consistent with the ideas of social licence, boards and organisations will need to earn the trust of their communities, generating economic value that also creates value for society by addressing its wants and needs.

The balance of the book is framed on a challenge to boards using the model of:

· can – abilities

· know – understanding

· want – desire and drive

· are – addressing their shortcomings

· dare – courage.

From this core framework, directors are asked to progressively reframe their fiduciary duties in relation to the value of and care for:

· employees

· consumers and other stakeholders

· society and the environment.

This will deliver a future-proofed model that realises sustained broad shareholder value.

Quickly moving through the elements of the model, can focuses on the skills needed to shift focus to the road ahead rather than the rear-view mirror. A cited McKinsey study claims that boards still spend around 70% of their time on reporting reviewing and compliance. High on the list is the crucial need for diversity and independence of thought to make sense of a very different future, but also specific skills in digital transformation, consumer value creation, climate change, sustainability and activist management.

In many of the recent corporate scandals, boards claim they didn’t know or chose not to know. Knowing begins with boards taking control of their information needs, a failing all too often observed. But more than that, a good board will work hard to avoid groupthink and the many potential biases associated with information coming to it. Importantly a board needs to stress test and challenge what is coming before it.

An interesting aside in this section adds to the ‘combined chair/CEO’ debate still active in the United States. Research by Stuart Spencer in 2016 indicates that, in the medium term, separating the roles delivers better shareholder return.

Rather obvious but necessary, directors must want to apply the necessary time and energy to do the job. Boards don’t need passengers or directors who are over-committed. Clear expectations and regular review are required. The term ‘insight inertia’ is offered, when “directors don’t give the required effort to collect, observe and interpret insights from their external and internal environments in time to determine or adjust organisational strategy”. Boards with the right abilities, information and drive produce a productive energy that is an excellent first step.

Boards that are have an ethical and moral compass. They do not do cost/benefit analysis on regulatory fines. A long list of multibillion dollar settlements is cited for ethical failures. A referenced EY study notes half the senior executives interviewed would justify such behaviour to meet financial targets. Permitting corporate culture of this kind is not a future-proof mode of governance.

Finally, as in the book’s title, boards that dare are discussed. The contention is that boards must have courage. Too often in times of crisis or confusion, directors fail to act with resolve. The observation by Nell Minowiii is worth repeating: “Generally, people of incredible achievement walk into a boardroom and lose half their IQ points and all of their courage. I don’t understand why that is, except to say that they always think the CEO is their boss and they act like an operating division of the company”. Too many directors are overly conscious of social status and peer pressure. The contention is that courage must become a habit.

The final section addresses the shift in thinking needed to achieve broader accountability. An excellent quote from Roger Carr, chair of BAE Systems, comes to mind: “the purpose of business is to solve the problems of people and planet profitably, and not profit from causing problems”.

Boards that Dare may be a harsh assessment of the current state of governance. It is somewhat corporate and North American-focused. But there is adequate evidence to back the thesis. Many boards we see grapple with these very issues, but others are still, as the authors say, “asleep at the switch”. A good challenging read; recommended.

i See Bob Garratt. The Fish Rots from the Head (1996) Harper Collins

ii https://www.edelman.com/trust/2021-trust-barometer

iii https://valueedgeadvisors.com/principals/nell-minow/