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ARTICLE · 05 SEPTEMBER 2018

Grasp The Nettle And Deal With Problematic Board Members

Although dealing with difficult and disruptive board members can be painful, ignoring poor behaviour will inevitably lead to trouble

IrelandCorporate/Commercial Law

Although dealing with difficult and disruptive board members can be painful, ignoring poor behaviour will inevitably lead to trouble

In recent years, there has been a huge focus on culture in the boardroom, the ‘tone at the top’ and how this impacts on the broader organisation and stakeholders.

One of the most serious challenges a chair and company secretary faces is a problematic board member who impacts on a board’s effectiveness and harmony. This can vary from slightly disruptive and irritating behaviour, to quite serious conduct that can cause extreme problems for the rest of the board or executive team.

In some cases, boards make allowances for less-than-ideal behaviours because of the strong overall contribution of a board member, but in many cases, boards are putting up with disruptive actions from board members who are making a modest contribution at best.

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