Board Advisory
A leader has a decision that is not ready for the board, and wants to test it with someone from outside first.
James chairs a growth company, is a non-executive director of an NHS trust and has led internal audit teams at Credit Suisse and UBS. He gives a leader with a decision like that an experienced, independent view. He sits outside the reporting lines of the organisation and its politics, so the conversation can go wherever it needs to.
Each piece of work is built around the person, and moves between mentoring, coaching and consulting over its course. It extends to the board itself when a chair wants an honest look at how the board performs.
Purpose
What board advisory is for
“Board advisory, done well, is an honest outside view that gives a leader the clarity to make a hard decision their own.”
James Walker, Founder, Lightning Oak
His own starting point for the role is “a sounding board, even as a contrarian voice”. He will argue the other side when that helps a leader test their thinking. The conversation covers the person as well as the decision, because the two are hard to separate when the pressure is on.
Moments
When a leader wants an outside view
Even a well-supported leader can have a question with nowhere safe to go inside the organisation, because it matters too much to test in public. Talking it through with James first leaves the leader free to decide what happens next, and who else needs to know.
01
A chief executive with a decision to test
A chief executive is preparing a significant decision for the board, on strategy, a senior appointment or an acquisition. Taking it first to someone outside the organisation means the weak points are found and answered before the board sees the proposal. On an acquisition, James draws on his risk, governance and audit work inside the takeover of Credit Suisse by UBS.
02
A founder leading a company through growth
A founder has built a company that has outgrown the way it was first run, and not every decision can pass through them any more. They want to lead it differently, and to understand what kind of board the company needs for its next stage.
03
A leader new in a senior role
In the first months of a senior role, a new chair, non-executive director or executive wants someone experienced to talk to, away from the people they now lead or answer to. Early judgements about the role and its relationships can then be thought through in private.
04
A family owner asking how the business is governed
An owner or family principal wants someone with no stake in the outcome to look at how a business the family owns or backs is governed, and what the family is told. Where the family also runs it, owners, directors and relatives are often the same people, so James looks at how decisions are really made. It helps most before a change of generation or ownership.
05
A chair asking how well the board works
A chair wants to work out whether the board itself is part of the problem, without the question becoming a board matter too soon. A first conversation, with the company secretary if the chair wishes, can show whether a full review is needed.
The work
Mentoring, coaching and consulting for leaders
Which of the three a leader needs changes as the work goes on, and James moves with it. Mentoring draws on the seats he has held, coaching on the questions he asks, and consulting on his board experience and his qualifications in accountancy and internal audit. Over a piece of work, the balance might shift like this.
Starting with the right questions
Early on, James mostly asks questions, so the leader reaches their own answer. Most leaders know more than they have yet said aloud, and the first task is to help them name the decision in front of them and what has changed around it.
Sharing what he has seen
Once the question is clear, he shares what he has seen as a chair and director, such as how a board handles a change of leadership or its first outside investors. He mentors as a Full Member of the Association of Business Mentors.
A clear recommendation when needed
When the leader needs an answer more than room to think, he gives a clear recommendation, for example on when to bring independent voices into the company. Where it helps, he stays involved while the recommendation is put in place.
Evaluation
Candid board performance reviews
James approaches a board performance review, often called a board effectiveness review, aiming to tell the board something it is not yet discussing, and why it matters. He looks at the chair, the committees and each director.
He has built board reviews, taken part in one and sat through others as a board member, and he runs individual appraisals of directors.
Transitions
Backing leaders through change
Stepping into a bigger role asks a leader to let go of work they know well and take on work that is new to them. James stays alongside them while the change settles, so each decision can be talked through as it comes, with someone who has led at a senior level himself.
From building the product to leading the company
For a founder, the change is often from making the product to leading the people, funding and governance around it. James works through that shift with them, and can put experienced advisors around them.
Stepping up when the chief executive changes
When a chief executive leaves at short notice, someone from the executive team often steps up as interim. James gives that leader advice, coaching and a sounding board in private, and backs them in front of others as they settle in. The chair keeps the formal relationship with the new leader.
Commissioning
For boards and investors arranging support for a leader
A chair, a board or an investor can arrange mentoring and advice for a chief executive or founder they back, through a change of leadership, a period of growth or the first months of a senior role. The leader gains an experienced sounding board outside the organisation, and those backing them gain a leader with the support to deliver.
“Under his leadership, I was able to build and strengthen my own leadership skills - his guidance and confidence in my abilities were instrumental in that growth.”
Questions
Board advisory and mentoring
Before a first conversation, most leaders want to know who else will hear what they say, and which kind of support suits them. Founders often ask how a board advisor differs from an advisory board, and chairs want to know what a board review involves.
Are advisory conversations confidential?
Advisory conversations are confidential, within the limits the law and his professional duties set. Before the first session, James and the leader agree how often they will meet and who else, if anyone, hears anything. The leader then knows from the start exactly who hears what. Where the company is listed and the matter may be inside information, the company adds James to its insider list before sharing it.
What is the difference between mentoring, coaching and consulting, and why blend them?
A mentor has done the job and shares the experience, a coach asks questions until the leader finds their own answer, and a consultant recommends one. A blend works because a decision moves through stages, with questions helping early on and experience or a firm recommendation helping once the options are clear. James moves between the three within a single piece of work, agreeing the starting balance with the leader at the outset.
What is the difference between an advisory board and a board advisor?
An advisory board is a group of advisors who meet together to support the leadership of a company, while a board advisor is one person working with the board or its leaders directly. James works in the second way, as board advisor to founder-led companies. Neither an advisory board nor a board advisor holds a seat on the board itself. The board keeps every decision, so the advisor stays in an advising role. That makes both useful to a founder-led company that is not yet ready for a full board of directors. When it is ready for a first chair or non-executive director, the questions on the Non-Executive Director and Board Chair page cover the timing and whom to appoint.
What does a board performance review involve, and how often should a board have one?
Provision 21 of the UK Corporate Governance Code 2024 asks for a formal and rigorous review every year, and asks the chair to commission a regular externally facilitated review, at least every three years in FTSE 350 companies. Guidance from the Financial Reporting Council encourages the chairs of smaller companies to do the same. A board performance review examines how well the board, its committees, the chair and each director are working. The evidence comes from observing meetings and reading the papers, and from speaking to each director in confidence. James agrees the objectives and scope of a review with the chair before it starts, scoping it against the code the board follows. At the same point he tells the chair of any earlier work with the company or its directors, so that any connection can be stated in the annual report, as the Code asks.
Insights
Writing on how boards work
For a chair or company secretary, how well a board works shows in how its meetings are run and how candidly it reviews its own performance. James has written on both, for boards of any size and in any sector.
What makes a board effectiveness review rigorous?
For a chair about to commission a board review: why time with each director tells a reviewer more than a questionnaire, and what to ask before choosing who carries it out.
Governance meetings: ten critical considerations
For a chair or company secretary shaping a committee: who should sit at the table, what each member answers for, how challenge is recorded and whether the papers can be relied on.
Talk through a decision or a board review, in confidence
A first conversation with James can help a chief executive, founder or family owner with a decision in view, or a board or investor arranging support for a leader they back. A chair or company secretary can use one to weigh up a board review, and someone new to a senior role to think through their first months. There is no need to know yet which kind of support would help. Many leaders start with one session on one decision, and decide after it whether to go on.