How should you handle a single negative thinker in the boardroom?

Diligent Institute assembled a virtual panel of accomplished global board directors to answer critical questions about board service, good governance practices, and challenging boardroom situations.

At a Glance

The panelists debate what it means for a board member to be a “negative thinker.” They explain how they would get down the core of their colleagues objections and the questions they would ask to move the conversation along. It’s important for them to find ways to keep the meetings and atmosphere productive.

Discussion

Betsy Atkins

It is the job of the lead or the chair to ensure the outlier has a chance to express their view, see if they’re persuasive, debate it, and then commit. I’ve been on a board with a “negative thinker” – he was really smart and passionate and stubborn, and we allowed him ample and equal time to make the case for why he thought a decision should go in the direction he was advocating. It caused really good discussion and debate, and that makes for better decisions. If he couldn’t persuade everyone with data, then we’d say thank you for having stress tested the logic of our thinking. But it’s important that after the debate, the board makes a decision and everyone commits to it. People can’t come back and be passive aggressive and pick the scab off.

John Hinshaw

There are a couple of ways to handle this, and it comes back to effective board leadership. The chair, the lead independent director, or even the committee chair should pull them aside in a very gentle, collegial way and say something along the lines of “I really appreciate how engaged you are in the boardroom, but candidly your tone is casting a negative perspective that feels a bit too strong.”  Occasionally I’ve seen a more powerful member of a board be quite negative and that is more difficult, because they carry more weight on the board already. In that situation, the personal side of things comes into play in who has the best relationship with that director to have the conversation. Also, other board members need to speak up and counter the negativity in the boardroom if it is creating dysfunction.  Don’t just let them vent the negatively, but come back with other thoughts during the conversation.  “I appreciate your perspective, here’s another perspective” from multiple board members chiming in can be powerful. It’s important that the negative board member not cast a shadow to the point where it becomes impossible for the board to function.

Colin Low

Have a few direct conversations with him on the impact of his negative thoughts and ideas on your board deliberations and directions.  Mentor, coach and guide him and try to effuse positive thoughts to him if you are a lead director, or the chairman of the board.  If all else fails, forget about renewing the board director’s term!

Stuart Sinclair

I think there are two sides to this – you have to bear in mind that this person may be uncomfortable and disruptive, but he or she may also be right. It’s always uncomfortable if you have someone saying “this is trash” or “these papers are rubbish.” The chair needs to tell the person “your style is undermining your message” and coach them on impact. The person may have a good point, so this is a question of skill. Both the negative director’s lack of skill in expression and the board’s skill at actively listening. Probe and ask things like “John what are the facts that cause you to believe this? Are they facts that we all should have?” Each person has a right to say what they think, so it’s up to the board to discover if the person is operating from a fact set or based on prejudices. If it’s prejudices, are those borne from experience, or rumor, or something else. Don’t shut someone down unless you’ve done that specific inquiry and looked at evidence. Sometimes it takes a lone voice to say what others are afraid to say or don’t know how to say. There is always the possibility that the consensus is wrong. In conclusion, keep the door open for the so-called negative thinker, but manage him or her.

Donna Wells

Usually, you should handle a single negative thinker by listening harder and asking probing questions to get to the root cause of the negativity. I am a firm believer that very bright people who are solving for the same objective and are armed with the same data usually come to very similar, if not the same, conclusions. Usually, if someone is a real outlier in the group, which can mean positivity or negativity, then there is a gap in one of those areas and it’s the board’s responsibility to ask penetrating questions to discover it. And usually, what happens is that you reveal some other set of data that exists that the board might want to look at, or there is a gap in understanding if that person missed a committee meeting or a presentation. This is not always the case, and that’s part of board diversity, managing to get consensus and good conclusions even without unanimity – the chairperson plays a big role in that.

The key to this logic is that all the board members are there solving for the same objectives, and I’ve been lucky enough to only be in boardrooms where everyone is there for the interests of the key stakeholders.

Board Panelists

Betsy Atkins

Betsy is a Director on the Boards of Directors of Cognizant, Wynn Resorts, SI Green Realty, Schneider Electric, and Volvo Cars.

John Hinshaw

John Hinshaw is currently serving on the Board of Directors at Sysco, DocuSign, BNY Mellon, and the National Academy Foundation.

Colin Low

Colin is currently the Chair of the Singapore Investment Development Corporation (SIDC), Chairman of the Board for Singapore Mainboard listed Intraco Limited, and US National Board Member for the Cancer Treatment Centers of America (CTCA).

Stuart Sinclair

Stuart is currently a Non-Executive Director at Lloyds Banking Group and Senior Independent Director at  QBE European Operations. His previous board roles include being a Non-Executive Director at Provident Financial Group and a Senior Independent Director at Swinton Insurance.

Donna Wells

Donna is on the Board of Directors at Betterment and Happy Money. She previously served on the board of Mindflash, where she was the President and CEO, as well as Boston Private.

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