Chapter 9
Women on Boards

Terrie Pohjola

Board Member, Thrivent Trust Company

Women have successfully chipped away at the glass ceiling for the past few decades. However, there is one area where progress has been more limited—female membership on corporate boards of directors.

Board gender diversity is generally defined as women representing 30 to 40 percent of outside board members. I have been fortunate to have career experience with two great companies that have already achieved this parity: SECURA Insurance and Thrivent Trust Company.

At SECURA Insurance, 30 percent of the board members are women. According to David Gross, SECURA President and CEO:

The role of women has become so critically important in all aspects of our business. We look at gender diversity at all levels, from our board of directors, to my executive team, to our leadership team, and for all associates. We currently have 30 percent of our board members who are women, and although we do not manage to a percentage, we know that this diversity helps us so greatly as a board and as a company.

At Thrivent Trust Company, 50 percent of the outside directors are female. According to Jesse Ostrom, Thrivent Trust Company chairman of the board, president, and CEO:

While I don’t naturally see or define board members by their gender, as I reflect on the topic, I realize that given the collaborative nature of the board environment, this balance of female representation on the Trust Company board has served us well. In my overall board experience (having served on six boards) I’ve been impressed with what strikes me as the unique contribution that seems innate to the female board members. The level of commitment and emotional connection that women bring to boards I’ve served on has tended to generate richer discussions and debate than I suspect would have happened on an all-male board. The quality of these discussions— as one would expect—often generates more effective outcomes than would have happened without the gender- balanced input.

In Europe, where the strongest increase in female representation on boards has taken place, many governments have passed legislation mandating female board representation or set suggested targets. This has no doubt influenced positive change. During a six-year time frame, the number of European companies in the Credit Suisse Research Institute report Gender Diversity and Corporate Performance who had at least one woman on their corporate board increased from 50 percent in 2005 to 84 percent in 2011.1

Unfortunately, gender parity on corporate boards is not widespread here in the United States. In California, a resolution was passed directed at board composition of publicly held companies. Senate Resolution 62 calls for three female board members on boards of nine or more, two female board members on boards of five to eight, and one female on smaller boards. However, progress elsewhere has been nonexistent. Catalyst, a leading nonprofit organization with a mission to accelerate progress for women in workplace inclusion, analyzed the Fortune 500 companies in 2013. Sadly, the study showed only 16.9 percent of board seats were held by women—unchanged from 2012. In both years, 10 percent of these companies had no women on their board, and less than 20 percent had more than 25 percent female board members. And only 25 percent had three or more women directors.2

Yet evidence abounds pointing toward the greater success of those companies that have female board members. For example, Credit Suisse conducted extensive research on gender diversity and its impact on investment performance in their August 2012 study. Credit Suisse indicates:

In testing the performance of 2,360 companies globally over the last six years, our analysis shows that it would on average have been better to have invested in corporates with women on their management boards than in those without. We also find that companies with one or more women on the board have delivered higher average returns on equity, lower gearing, better average growth and higher price/book value multiples over the course of the last six years.3

Catalyst also performed a study in 2007, which showed that the companies with higher percentages of women on their board outperformed other companies 53 percent on return on equity, 42 percent on return on sales, and 66 percent on return on invested capital.4

Despite the fact that gender diversity matters, global progress toward this target is actually slowing down. Ernst & Young recently conducted research on the impact of gender diversity on business disruption. They found that about half of the companies interviewed believed they could achieve gender parity in the next 10 years.5 Yet, according to the World Economic Forum’s 2015 report, this level of diversity will take 117 years to achieve at the current pace of change, an increase of 37 years from the 2014 report.6

This inequity is astounding, considering the fact that women represent a majority of the investment decision makers in the United States due to their longer life expectancy. And it is estimated that nearly 75 percent of all U.S. household spending is controlled by women.

So why aren’t more corporate boards seeking gender diversity? While I do believe recruiting methods currently employed by corporate board nominating committees in the United States generally do not favor women, I also feel that women are not as often setting their sights on a seat at the boardroom table and thus not actively preparing themselves for this role.

While driving gender diversity may be an uphill battle, female professionals should consider seeking a corporate board position. Since you are allowed and often encouraged to continue your current job responsibilities, serving on a corporate board provides the opportunity to display your leadership skills at an additional company. And, as I have experienced, you can continue your board service into your retirement years.

Preparing for a role as a corporate board member requires a long-term plan. Take these five career steps to be “board ready.”

  • Step 1: Join a volunteer board. The first step is easy—join a local, nonprofit board. Women do have a strong representation on nonprofit boards, and lack of board experience isn’t a roadblock. I started serving on not-for-profit boards when I was in my early 30s and continue to serve and provide advisory services to area nonprofits.

    Nonprofits are always looking to add great leaders with good connections. Choose an organization that matches up with your passions. As you become more familiar with the organization, work your way up to more responsibility on the board by accepting roles as a committee chairperson or officer. On average, after about one to two years on a nonprofit board, I felt confident in accepting chairperson or officer roles and gained these positions on each nonprofit board I served on.

    As a board member, you are a representative of the organization throughout the community and you will definitely be judged for the performance of the organization. Be a good promotor and help the nonprofit to expand its influence. Keep your eye on oversight, and be prepared to spend the time to learn the organization’s financial situation. I served as interim executive director at two organizations that experienced financial setbacks, and the board members at these organizations had to put in many extra hours to help get the organizations back into the right light in the community. While this is good business experience, it is not one most would relish.

    Your experience on a nonprofit board is a valuable addition to your resume and a source for references when applying for a corporate board seat. Many C-level executives and board chairs serve on nonprofit boards. You can demonstrate the skills most valued—leadership, collaboration, strategic vision, and insight—to individuals who are in a decision-making position on their corporate board.

  • Step 2: Take advantage of board training programs. Most local community foundations or United Ways offer training to new not-for-profit board members at minimal cost. Take advantage of these programs to help you learn more about the unique leadership demands on board members. The additional training will increase your effectiveness as a board member and expand your knowledge of corporate board governance in the process.

    Or if this type of training is lacking in your area, you could advocate change to improve the situation. Recently, I led an effort to expand nonprofit board training in my community after area leaders recognized the gap in available training and materials locally. A web site had been developed with a myriad of resources and references on all aspects of board governance. Yet the local nonprofit leaders realized this was only the start. Efforts are now under way to offer more frequent training opportunities on a regular basis.

  • Step 3: Broaden your skill set. As a board member, you have ultimate responsibility for all aspects of the corporation’s performance. While everyone brings specific strengths to the table, you really need business acumen across all areas of corporate governance. Look for an opportunity in your current company to demonstrate your leadership skills in an area outside of your discipline.

    As a certified public accountant (CPA), my emphasis was in finance, but I also took on leadership roles in information technology (IT), sales, and program business during my career with SECURA Insurance. This broader experience was crucial in gaining my corporate board position. I was fortunate to have the support of SECURA senior leaders, who accepted my role in their division based on my leadership skills and were very patient in allowing me to learn the required technical aspects of the jobs.

    “We encourage women to first serve on nonprofit boards and to accept rotational opportunities within our company, for we know that will also help our high performers to succeed in any role inside or outside of our company.” Gross commented. “Terrie is a great example of fearless acceptance of rotational positions, which has made her an even better board member for any prospective company. She has been both my peer and also worked under me. I respect her talent and leadership so very greatly.”

    Displaying experience on your resume in a variety of disciplines will demonstrate your ability to learn new things and effectively lead without detailed hands on experience. This is truly important as a board member’s role is to strategize and oversee—not question day-to-day management. Believe me, no board chair, president, or CEO wants a board member who is too focused on management-level decisions. They are looking for a visionary with a new and different perspective who can guide them through high-level corporate challenges.

    If your current corporate environment doesn’t have a formal program for cross-functional leadership, maybe you can start one. I have found that most insurance companies are open to providing special leadership opportunities for their high performers. Or you can gain similar experience by accepting a different role as part of the nonprofit board you join. Volunteer to serve on an additional committee outside of your area of primary expertise and focus on gaining further understanding of this new discipline. As a CPA, I served on the finance and/or audit committees, but, I also served on other committees such as human resources, marketing, and special events in an effort to expand my knowledge and experience.

    Another method to expand your background is to complete educational courses outside of your current area of expertise. When I decided to pursue my master’s degree, I chose to enroll in the environment science program and graduated with an emphasis in environmental economics. I utilized my learning and knowledge to establish SECURA’s Green Committee, which drove environmentally friendly efforts for the company. I also developed their first sustainability vision statement as part of the company’s strategic plan.

    The end result of your cross-functional experience is to demonstrate you are a well-rounded leader, not a silo thinker with tunnel vision of just one aspect of corporate governance. This part of board preparation will likely require the longest time frame to complete, so be patient and choose your opportunities wisely.

  • Step 4: Seek a board mentor. As you embark on your mission to become “board ready,” seek out a local woman leader who is currently serving on a public board of directors. Ask her advice and assistance in pursuing your corporate board seat.

    The best place to start is a woman leader who has served with you on a nonprofit board. Or talk to another leader who serves with you on a nonprofit board and works in an organization with a female board member. Ask him or her to introduce you. It is advantageous to start with someone who has observed your board interactions firsthand and so can critique your performance as well as provide advice on best practices moving forward.

    While women board members are in the clear minority, I am confident you can find someone close by to work with you on your board readiness. I live in a small city in Wisconsin, but, there are a number of area women CEO’s and executives serving on corporate boards. I was fortunate to be referred to a retired female CEO currently serving on the board of a local bank. She described her experience in seeking board roles, the successes and the challenges she faced.

    First, she recommended joining two organizations advocating for women board members: Women in the Boardroom and Women Corporate Directors.

    Women in the Boardroom is a membership organization focused on preparing women for corporate board service.7 According to Sheila Ronning, founder and CEO, “Women in the Boardroom evolved over the years. It started 14 years ago before the issue was the hot topic that it is today. A mentor encouraged me to develop an event that educated women about corporate board service—what is the job of a corporate director, what happens behind those closed doors, why serve and how to get a seat at the table. Over the years, I saw a demand from women who aspired to serve on corporate boards to have a map to the boardroom. Women in the Boardroom evolved into a membership organization that focuses on preparing women for board service and helping experienced directors gain additional seats.”

    Depending on the level of membership, individual membership benefits include access to webinars and other training materials, assistance in creating your board portfolio, board coaching, notifications of board openings, and a matchmaking program that connects members to companies for prospective board openings. I chose to join as a VIP member, which also includes events to meet other VIP members who are also seeking board positions. Interaction with peers in this arena helps to expand your network and connects you with individuals who can provide more advice and mentoring.

    Many corporations are joining Women in the Boardroom as well to offer these great services to their high-performing female professionals and promote better gender intelligence within their own boardrooms. “The idea that men and women think differently is nothing new,” states Ronning. “But, the concept of corporate boardrooms using these differences as a way to improve business is relatively uncommon. However, more and more companies across North America are seeing value in the concept of gender intelligence. This notion embraces differences in the attitudes and behaviors of men and women, works to understand and accept these variations, and uses it to improve board director relationships. With gender intelligence, the different ways men and women interact, solve problems, make decisions and communicate are realized and appreciated instead of tolerated.”8

    I also qualified to join Women Corporate Directors,9 which requires its members to serve as a board member for a public or large privately held company over $200 million in annual revenue. The organization has chapters around the world, and membership is linked to a specific regional chapter that holds regular events. The chapter meetings are another great opportunity to network with some of the most influential female board members in your area.

    Second, she recommended that I prepare a board portfolio, which includes a board profile and a resume (often referred to as your curriculum vitae). The profile is an easy-to-read document of not more than two pages that tells the story of your board preparedness. The board profile will be the primary piece to share with your network contacts and serves as your introduction for those who are responsible for the board vetting process. I utilized the services of Women in the Boardroom’s professional board coaches to refine my board portfolio. “We ensure our members have a board portfolio that highlights their skill set for board positioning,” states Ronning.

    And finally, my board mentor pushed me to move forward with step 5 of the “board ready” process—promoting myself as a prospective board member.

  • Step 5: Advertise yourself. My board mentor told me, “It’s not who you know, it’s who knows you.” Stay in close contact with your network of peers who have firsthand knowledge of your leadership ability. I had secured my corporate board seat with Thrivent Financial Bank (now Thrivent Trust Company) via referral from a former colleague who knew my background matched perfectly with the skill set needed on her employer’s board of directors.

    And take the time to meet individually with folks who are likely to become aware of open board seats. Share your board experience and target industries. I developed a list of 10 leaders I had served with on nonprofit boards who either were serving on a corporate board or who had strong connections with the board recruiting decision makers. I personally met with each, provided a copy of my board portfolio, and also specifically highlighted five target industry areas where I felt my background was strongest. I created a 100-day plan of meetings and follow-up to maintain awareness of my goal.

    I also took advantage of meetings and events scheduled by Women Corporate Directors and Women in the Boardroom to develop a stronger network of director level contacts. “We teach our members how to network their way to a corporate board seat and how to maintain strong connected relationships with boards through our virtual platform. We also connect our members with board contacts included in WIB’s Matchmaking Program,” Ronning explains.

In following these five steps, your end goal is to become “board ready.” Women2Boards, an organization with a mission to bring gender diversity to the boardroom, has a convenient questionnaire on their web site to help assess your current or future board readiness.10 I recommend you periodically refer to this quiz and measure your progress toward the “board ready” goal.

Securing your first seat on a corporate board of directors will definitely require some serious time and effort. According to Women in the Boardroom, the average time it takes to secure a board seat is from three to five years.11 And corporate board service will also be very demanding. Women2Boards estimates the time commitment for a public board position to be between 250 and 300 hours per year.12 As you are developing your board experience and working your network, plan on devoting at least twice that amount of time to the process. When you begin to actively seek a board role, add another 300 to 400 hours per year to your schedule for the search. In my experience, it is like having a second, part-time job in addition to your current professional position. You will want to be fully prepared to set aside the time necessary to effectively accomplish this goal.

Once you are “board ready,” you are on to the next major hurdle: the board vetting process. Most board nominating committees maintain a pipeline of potential directors whom they can call upon as finalists once a retirement is imminent or when a board seat opens for any other reason. Your goal is to be on several board pipelines. Below is a description of the most common board pipeline vetting process and tips for effectively surviving this rigorous challenge.

The pipeline process starts with a broad review of potentially qualified candidates. While a number of board nominating committees do employ search firms, most often they start with candidates who are recommended by current board members. In fact, it has been estimated that only 15 percent of all open board positions are filled by a recruiting firm. Here is where your networking pays off! A recommendation almost always ensures your board profile and resume will at least be reviewed by the committee for consideration. Plus, a recommendation is likely to get you to the next step: the initial interview.

At an initial interview, a subset of the nominating committee will personally meet with prospective candidates either as a group or individually, not unlike any other job interview. When I applied for my current board position, I met individually with the CEO and board chair. Their focus was to vet out my background and experience. I also met with two independent board members, who provided a perspective on how well I would fit with the current board personalities and to test my collaborative skills.

When preparing for the interview, take a look at who is serving on the board, their backgrounds and length of service. Be prepared to communicate how your background and expertise will complement the current team. And be sure you conduct an extensive research on the corporation itself—via web site, social media sites, and a Google search. Not only do you want to be highly knowledgeable of the company you may be serving, but you will want to understand any potential risks to or conflicts with your current professional position.

As an independent director, it is of utmost importance to avoid any appearance of conflict of interest. If there is any doubt, it is best to investigate further before you add your name to the pipeline. While I had good knowledge of Thrivent Financial Bank and a broad understanding of the activities of its corporate parent, further research did bring forward a potential conflict with SECURA. I was able to set up a teleconference with both CEOs and corporate legal departments to discuss and consider the potential conflict in advance of my acceptance of the board seat. After this discussion, both organizations agreed the situation wasn’t an issue, so I was able to move forward in the recruiting process.

After the initial interview of prospective board members, the successful candidates are added to the board’s pipeline and ranked according to the anticipated gaps to fill with the next board retirement. This ranking can change if a board member leaves early. In my case, a board member accepted a new role at a different company, which created a conflict of interest for her, thus requiring her resignation. This is a fairly common situation.

Having a board pipeline offers the board nominating committee an opportunity to fill the position almost immediately with a candidate who has already been strongly vetted. The top candidate will be subjected to an extensive background check before proceeding to the final step. Since boards have a fiduciary responsibility to the corporation’s shareholders/owners, employees, and clients/customers, it is exceedingly important to have a pristine record!

Once the background checks are completed, the board nominating committee also remembers the long-term needs when filling any open board position. When I received the call to serve on my current corporate board, the audit committee chair was due to retire in a year. Thus, my CPA background was critical in moving me to the top of the pipeline list. And I had a year to learn from the then audit committee chair before he retired.

The board I would soon join at Thrivent Financial Bank (now Thrivent Trust Company) was unique in that the board chair was female, and board membership was 50 percent female. The resigning director was a woman, and it was important to this organization that gender diversity be maintained. So my gender was an advantage in this case!

As you can tell, securing a corporate board seat does not come easy. In retrospect, I would have started a more active board search earlier in my career—at least a decade sooner—rather than waiting to work in earnest following my retirement. Most board members are in their mid- to late 50s and can potentially serve for 10 to 15 years before mandatory retirement age (often when members are in their 70s). It takes several years to secure a board seat, as the recruiting process usually begins well before an expected board retirement.

One of the toughest barriers I have had to face in my search is my lack of C-level title. Most corporate boards list a C-level position as a requirement for consideration, and unfortunately this does eliminate many talented women from consideration. And it is probably one of the driving forces behind the slow progress toward board gender diversity. Many women of my age group (Baby Boomers) spent a majority of their career hammering away at the glass ceiling and so enter retirement without securing the coveted C-level title. Of course, it is understandable that corporate boards want to recruit the most talented and experienced candidates to fill their seats. And from their perspective, bringing forward candidates with a C-level title is certainly recognizable by shareholders and owners as someone who has more than adequate preparation for their board role.

In my case, I take part of the blame in that I never asked for my VP titles to be upgraded to C-level. Our male counterparts are more apt to ask for recognition and that is one of the female characteristics we need to be aware of and overcome. I am confident that I had a good case for C-level recognition and had I asked, the CEO would have gladly awarded me this title. I feel this concept applies to the boardroom, too. As female professionals making our own investment decisions, we should be asking those companies we work for or invest in to place more women on their boards. And for that to happen, more women have to be “board ready.”

And while progress is slow, it may be gaining momentum. “I am thrilled with the progress we have seen over the past five years,” states Ronning. “I think boards are realizing the need to have diversity of thought at the table. I believe a smart board will have a matrix, the first column should be a list of the skill sets needed on the board. The other columns should be a mix of other pertinent items including gender, race and age.”

However, we can’t wait around for gender equity on corporate boards to continue to progress at its current slow pace. It is up to us as female professionals to take charge of the situation and become a driving force behind better gender diversity on corporate boards in the United States. John Bykowski, chairman of the board at SECURA Insurance, stated, “I believe every professional man and woman has an obligation to share their talent and experience in their communities by serving on boards, whether it be a nonprofit or for-profit organization. I encourage diversity on boards at all levels to make certain the organization can service our diverse society.”

So what are you waiting for? Now is the time to think ahead and plan for your seat at the board table. It is up to all of us to make this change happen. Companies need more women corporate board members! It is the next glass ceiling challenge.

Notes

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