How to Handle an Overbearing Board of Directors

Q: I'm the CEO of a growing medical products manufacturing business, and I'm having some trouble with my board of directors. All businesspeople, they are a combination of investors, fellow entrepreneurs and two cousins. The problem is that they all want to run my company, and several have very different ideas. They're driving me nuts. I find them overly involved in company operations, needling me instead of questioning me, and antagonistic and critical of my accomplishments. How do you suggest I deal with the situation?

A: It certainly is challenging trying to meet the needs of your employees, investors, vendors and your board, especially when you are looking for some friendly, or at least objective, advice. As I see it, you have several issues going on here: the role of the board, the communication process and the issue of trust.

First, you need to deal with the role of the board and the communication process. You need to make this clear in your mind, and then in their mind. Boards of directors do not "run" an organization. Typically, they do not get involved in administrative or operational issues, unless they determine that the current officers are significantly ineffective. If that is your situation, then find out specifically where they find you ineffective so that you can address that issue head-on. But for now, let's assume that is not the case. What I suggest you do is scope out very clearly your roles and responsibilities. Identify which roles you believe you perform well, which need some input and which need considerable input. At the same time, invite a confidant on the board to do the same for you. In this way, you'll have two points of view.

Next, share with the board your view of what their roles are, as described above and based on your needs. Use a consultant, if necessary, to assist you. The advantage of a board is that it can offer a variety of perspectives and skills that a CEO may not have. The disadvantage is that the board can become overbearing and intrusive where it is not warranted.

Once you have your list of the areas that you and/or your confidant feel need improvement or outside perspectives, then you can ask or even suggest to the board to decide which individuals can effectively provide you with appropriate feedback in various areas. Explain that while open channels of communication are usually helpful, the numerous phone calls and e-mails from so many of the board members are overloading your circuits.

As a result, you will be decreasing the amount and variety of input you are currently receiving. This will most likely result in a more manageable and acceptable level of input from a selective number of directors.

You'll start to make progress once you take charge of the situation and address the key issues either by yourself or with the assistance of a few board members. During this process, you will be demonstrating your abilities and learning how and where to improve. As a result, the board will begin to trust you more when they see success. And the more success they see, the more they should back off from trying to run your company. Everyone wins! Good luck.