Home >Opinion >The elephant in the boardroom

Business and government leaders worry about a multitude of issues these days. Climate change, weapons of mass destruction, water scarcity, migration and energy are the greatest threats we face, according to the 750 experts surveyed for the World Economic Forum’s (WEF’s) Global Risk Report 2016. And at the WEF’s annual meeting in Davos this year, the sheer number of unsettled issues—the Middle East meltdown, the European Union’s future, the refugee crisis, China’s economic slowdown, oil prices and more—was itself unsettling.

But none of the risks highlighted in the WEF report caused the recent spike in debt crises or the wave of scandals that engulfed—just in the last year—Volkswagen, Toshiba, Valeant and Fifa. These developments are rooted in a more pedestrian problem: the inability or refusal to recognize the need for course correction (including new management).

As anti-establishment parties and candidates gain ground with voters throughout Europe and in the US, political leaders who continue to pursue a business-as-usual approach could find themselves looking for new jobs. The same is true of business leaders: activist investors are fed up and determined to force change, either with a hands-on approach or by voting with their feet and divesting from companies that don’t meet their criteria.

As Barbara Novick, a vice-chair of BlackRock, noted on a panel on corporate governance and ethics at this year’s Davos gathering, her firm looks carefully at whether the boards of companies in which BlackRock invests include people who are engaged and asking hard questions consistently throughout the year.

And yet the heads of some of the world’s largest companies still seem to be in denial. I spent several hours last year with the chief executive and chair of a bank who thought it unfair that investors were planning to vote against him holding both posts. Though he agreed that having one person in both roles is a bad idea, he insisted he was the exception.

I had a similar conversation this year with someone who noted that most of his company’s board had served for upwards of 20 years, and that his company had just established an age limit of 80 for board members. More rapid turnover might work for other companies, he conceded; but again, his company was somehow exceptional.

On the other hand, Hiroaki Nakanishi, chairman of Hitachi, spoke eloquently to me about the importance of corporate governance and the changing demands that global companies faced. He noted the importance of having non-Japanese board members as Hitachi seeks to expand further internationally.

The problem is that those now speaking up for long-term investing, commitment to the community and building companies that last are doing so behind closed doors or under the protection of the Chatham House Rule (which requires that reported statements remain unattributed to those who made them). Indeed, in the programme for this year’s Davos meeting, the phrase “corporate governance" appeared just once (for the panel with Novick that I was on). The same was true for “board" and “boardroom", while a search for “ethics" turned up sessions on medicine and biotech. “Governance" was primarily about political governance, and “stewardship" referred to the planet.

Many people are cynical about Davos—and they aren’t completely wrong. The cynicism comes from the sense that what is being discussed is not what business and government leaders need to think about.

That’s not the WEF’s fault. Davos has extraordinary convening power and the ability to bring important issues to the fore. There is no reason it cannot include issues like the pay gap between executives and labour, the impact of corporate decisions on communities and the environment, and the growing loss of trust towards business and government. What it can’t do is force CEOs, board directors, investors and policymakers to speak about such issues openly.

It is easy for companies to see far-off risks that they cannot control. It is a lot harder, but a lot more important, for them to acknowledge the risks stemming from how they operate. And it is harder still to persuade those business leaders who do comprehend such risks to talk about them on a public stage. That reluctance to speak openly about how to restructure corporate governance in a way that improves stewardship places all of us at risk.


Lucy P. Marcus is chief executive officer of Marcus Venture Consulting.

Comments are welcome at

Subscribe to Mint Newsletters
* Enter a valid email
* Thank you for subscribing to our newsletter.

Never miss a story! Stay connected and informed with Mint. Download our App Now!!

Edit Profile
My ReadsRedeem a Gift CardLogout