Exam Marks

Question 1

Recent changes in Code

Answer 1

Several changes in recent years - 2016, 2018 and 2024. These enhanced boardroom dynamics and improve CG practices

2016 emphasised importance of diversity, particularly gender. Introduce “comply or explain”. Increased focus on independence of BMs.

2018 reinforced diversity and independence - urging companies to consider broader aspects of diversity beyond gender (ethnicity, age and background). Introduced workforce engagemenet - engage with employees to understand concerns. Need for strong leadership and delineation of CEO/Chair.

2024 continue build on diversity, inclusion and effectiveness. Emphasis on sustainability and long-term value creation - ESG expectations. Encourged promotion of accountability, transparency and ethical behaviour. Increased focus on stakeholder engagement.

Question 2

Meeting length

Answer 2

Critical factor affecting quality - research indicates that shorter meetings of 3-5 hours generally yield better perceptions.

Question 3

Dunning-Kruger effect

Answer 3

Our brains tend to treat opinions we agree with as facts and individuals overestimate their knowledge. We often perceive our own theories as accurate and resist facts that contradict our beliefs.

Question 4

Two ways of thinking

Answer 4

System One - fast, emotional and automatic, suitable for everyday decisions but less effective for complex

System Two - slow, deliberate and conscious, necessary for intricate decision-making.

Question 5

4 types of Board

Answer 5

1. All executive
   typically start-up or family
2. Majority executive
3. Majority iNED
   Prevalent in UK, US, Oz and SA. UKCGC requires this
4. Two-tier
   One governance; one management. Common in non-profits and in Germany, Austria, Holland and permitted in France.

Question 6

What are the Big Five Personality Traits

Answer 6

1. openness to experience
2. conscientiousness
3. extroversion
4. agreeableness
5. neuroticism

Question 7

Cialdini’s approach to persuasion (7)

Answer 7

Persuasion and pre-suasion
1. reciprocity
2. commitment and consistency
3. social proof
4. authority
5. liking
6. scarcity

7. unity

Question 8

Three core types of network

Answer 8

1. personal networks (alumni, prof assoc. and personal interest)
2. operational networks (get work done and more efficiently)
3. strategic networks (outside immediate environment help determine how your role/contribution can fit into overall future picture)

Question 9

Reviews into gender diversity

Answer 9

Hampton-Alexander and Parker Reviews

Question 10

Concrete actions to promote a diversity mindset

Answer 10

1. measuring one’s potential bias using Harvard University IAT
2. Obtaining feedback on behaviour in light of results
3. Get to know board directors personally
4. lead and sponsor diversity initiatives
5. avoid making jokes at expense
6. in meetings, notice which comments get airtime and greater support - evaluate through lens of potential diversity bias
7. review board practices in light of diversity considerations

Question 11

Board Evaluation Framework (Kiel and Nicholson) (7)

Answer 11

1. what are our objectives
2. who will be evaluated
3. what will be evaluated
4. who will be asked
5. what techniques used
6. who will do evaluation
7. what will you do with results?

Question 12

Phases of consultancy

Answer 12

Phase 1 - entry and contracting
2 - discovery and dialogue

Question 13

Leblanc and Lindsay (2010) suggest three criteria to consider in individual director evaluations

Answer 13

1. fulfilment of role description
2. contribution of specific skills and diverse outlook
3. personal attributes