Why summer is so important for boards

Summer’s here and it seems like everyone is taking a holiday. So what do board members do over the summer? Do they check out completely? Many of our responsibilities stay the same and under the seemingly quiet surface of the pond, there is still quite a bit of paddling going on underneath.

Does the board meet?

The number of times a board meets during the year varies by organisation. Some boards meet monthly, and simply carry on as usual over the summer. Other organisations meet every month except the summer months. Still others meet just six, or even just four times a year. There is no hard and fast rule, as it depends upon the personality of the company. But there is one thing that boards around the world try to do: They give the schedule for the whole year a year in advance. That makes it easier to plan around the meetings to ensure that busy board members can attend.

Because we know in advance, the expectation is that meetings aren’t missed. For many public companies, attendance is reported in the annual report. Too many missed meetings reflects poorly on the board member, and increasingly this can mean individual board members are not re-elected to the board when their term is up.

I've just finished an August board meeting for a board that meets monthly. Like the other board members, I planned my summer travels around it, so I had a little holiday before the meeting and a little holiday after.

To be sure, ‘summer’ is different in different hemispheres. But wherever companies are located, they tend to slow down a bit and re-establish their priorities during the summer period.

Do they talk?

Board members are always on call and if something happens we need to be reachable. Extraordinary general meetings (EGMs) can be called at any time. Anyone who can make it attends in person and the rest of the board participates via phone or video. I once stood out in the rain for several hours after walking to the far end of an island so I could get mobile phone reception to take part in a discussion about a serious management issue that couldn’t wait. If a decision is important enough to require board discussion and approval, you’ve got to do whatever it takes.

Lucy Marcus

In the last month, for instance, I was high up in the Alps for a hiking holiday but spent about six hours on the phone one day dealing with some board issues.

In this case it was not something that required my physical presence and I was able to participate fully by phone, but if it had been urgent or required that I be there in person, I'd have taken a cable car down the mountain, hopped on a train to the airport and flown to the meeting.

There have been several times in the past where I’ve taken an unexpected plane trip for a day during the summer. That is part of what we are paid for and what we sign up to as part of our obligation as board members and my family understand that.

The world keeps turning

Even though things may be quieter for many businesses over the summer, there’s still a lot going on around the world. The Greek economic crisis, snap elections in Canada, the migrant situation in Calais, France: events like these and other external factors can impact businesses. There can also be internal factors, such as mergers and acquisitions, a sudden succession change or a business restructuring. If board action or approval is required, we need to be available to be briefed and to make decisions. Some decisions are fairly straightforward and board members can simply email their approval, but others may require further discussion and action.

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Even for companies that try to avoid scheduling board meetings over the summer months, we are always required to be on call. Board members of publicly traded companies, for example, must approve the release of the company's quarterly financial results.

Catch-up

For individual board members, summer is a great time to brush up on the latest issues. I have an entire folder of clippings (they used to be paper, but now they are digital) I simply haven’t had time to read during the year. It is filled with analyst reports, magazine articles and information that I thought would be helpful to know, and I saved it up for quieter times. It might not be everyone’s idea of compelling beach reading, but I’m finding it interesting and useful and I can read these things and mull them over, rather than skim them as I might during busier times.

Also, it is a nice, quiet time to catch up with other board members over lunch or a drink. Often during the year we are all so busy, we rush into the meeting and rush out once it is over. For those in the same city or who are holidaying in the same place, a discreet chat can accomplish a lot.

Gearing up for the autumn

A lot of quiet business is done over the summer and often the results manifest in the autumn, good or bad. Lehman Brothers declared Chapter 11 bankruptcy in September, 2008, and Kodak emerged from bankruptcy in September, 2013, after more than a year of restructuring and selling business units. You can bet their boards were busy making decisions over the summer.

The summer is a great time to recharge, reassess and prepare for autumn. With a bit of a break, I get back to the boardroom with new ideas, refreshed and ready to go. I find, come September, my fellow board members and company executives come back refreshed and ready to go as well. As a result of the seeming summer slowdown, we often see renewed vim and vigour in the run up to the last quarter of the year. Keep an eye out for press releases and big announcements – you’ll know where a lot of it comes from.

Lucy Marcus is an award winning writer, board chair and non-executive director of several organisations. She is also the CEO of Marcus Venture Consulting. Don’t miss another Above Board column by subscribing here. You can also follow Lucy on Twitter @lucymarcus.

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