Transcript

Caroline Nahas 0:00

Music.

Dave 0:13

Welcome to Dean's Counsel, a podcast aimed at supporting university leaders holding one of the more critical jobs on a university campus. Your panelists, Ken Kring, Jim Ellis and Dave eichenberry, engage in conversation with highly accomplished deans and other academic leaders regarding the ever complex array of challenges that Deans face in one of the loneliest and most unique jobs in the academy. You may have wondered about the name of our podcast, Dean's counsel. Our decision to spell out Dean's counsel, with deans being in the plural and not in the possessive, and with counsel ending in SEL, referring to sharing advice and insight, rather than CIL, referring to a formal advisory or deliberative body, was, of course, intentional. This show is dedicated to the idea of us collectively sharing wisdom and insight into what we all know can be a thoroughly enjoyable yet equally tough and unforgiving job. Today's show, however, is dedicated to the opposite interpretation of Dean's Council. Specifically, in this episode, we're going to discuss managing and leading great non fiduciary advisory boards to benefit our institutions. Almost all of us have these boards. They go by a variety of names, Dean's Council, the Board of Visitors, the Dean's Board of Governors, or the dean's advisory board or, well, you get the picture in this episode, it's a privilege to have with us. Carolyn nay house. Carolyn is chair of the UCLA Anderson school's board of visitors, a role she has held for four years. In this capacity, she works closely with Anderson's Dean Toni Bernardo, who, coincidentally, was our guest in Episode 40, published back in June. Carolyn's background is perfect for today's discussion. She is Senior Advisor to the search firm porn ferry, and in the past, has served as Vice Chairman and Managing Partner of the firm's Los Angeles headquarters office, and she's also served as the North American leader of Korn Ferry's consumer search practice. During her career, Caroline has advised CEO and company boards on corporate governance, succession planning and, of course, executive recruiting. She has also had experience sitting on corporate boards herself, and thus brings a rich set of professional experiences to her service to Anderson's Board of Visitors and, of course, to Tony in this episode, it's a joy to hear Carolyn's advice on how best to structure and leverage successful advisory boards to help both the dean and the business school thrive. As always, we hope you enjoy this episode, and of course, we always enjoy hearing your feedback. Please continue sharing that with us when you have a moment.

Caroline Nahas 3:15

We want to welcome Caroline Nahas following Dave's opening review of your extraordinary career, I need to offer the disclaimer to our listeners that Caroline and I have been partners for 18 years, and she is by all accounts, an extraordinary leader, both within Korn Ferry, but really within the industry of executive Search. I won't review the countless accolades, but they're extraordinary. But we're here today to talk about your work with UCLA, chairing the advisory board Caroline, and it's of great interest to us and our listeners, since you bring really distinctive perspective on this. Well, thanks,

Ken, and thanks for the warm introduction. I'm going to give that to my husband after we're done with this session,

great. We'll give you the recording and you can share with him.

Yeah, thank you.

So I mean, just sort of opening, not all advisory boards are created equally. You've served on the Anderson board for some time now and now as chair of this board, and we're just interested to hear sort of your thoughts on the evolution and the ultimate purpose of the advisory board.

So you are correct. It's not a fiduciary board, although we're paying attention all the time to budgeting and making sure in capital allocation where the funds are going to so I don't know if it's an evolution, but just talking about since I've been chair for almost four years, and actually started with Tony Bernardo. Think he'd only been in the role six months, so we were both relatively new and. And one of the things that I keep thinking about all the time is how important it is for a chair and a dean to have a very strong relationship, a relationship that's open and honest, and from a chair standpoint, trying to maybe give constructive feedback and supportive feedback, but not being judgmental, because if you become terribly judgmental, then the dean is not hacked to share some of his challenges and inner, innermost thinking. And in the case of Tony and myself, over this period of time, we've just developed a really nice rhythm, a trust of each other, and we complement each other, which I think is really critical. So don't know if that would be an evolution as much as just a discovery, as we had gone along for the last three and a half to four years, in terms of being an advisory board, it's tricky, because the people on your board, typically, and in our case, are extremely successful, strong executives who have a point of view and are there to contribute. They want to interact. They don't relate as well to just reports now coming in and just handing, giving them a report and saying, thanks so much for coming. They want to interact on some of the key issues. So that's something that Tony and I have worked really hard on developing. And the other thing I would say, and I think this is true of any board, especially in the not for profit side. I call it intellectual entertainment. And what that means to me is when you get the attention of these individuals who are busy, who are accomplished in their own right, and very strong views, and want to learn and hear you. You have to give them something really exciting to talk about. So one of the things we've done is develop panels. And every board meeting, we have a panel on some of our key priorities. We've had one on health care. We had one on sports and entertainment, and we're both next week actually, on Transformative Leadership, and it's composed of some pretty impressive individuals that share what's going on in their particular areas and some of their personal journeys. And we found that that captivates the board and wants them to keep coming back and keep participating.

Dave 7:45

So these are other board members on the panel talking to board members

Caroline Nahas 7:50

sometimes, usually, we have a board member, Dave, putting the panel together and kind of T I'm going to call it teeing up, okay, the subject, and they're very well informed. And sometimes we have people from the board, and then other times we have outsiders with whom we have contacts. In the case of the healthcare panel, as I recall, out of the five people on the panel, there was maybe one that the one who's teed it up was part of the board, and then we brought in outsiders. The one next week I mentioned Transformative Leadership, two from the board and one outsider.

So beyond the intellectual engagement, how do you think about engagement in problem solving. And in particular, how do you think about developing advisory board as a as a group body, as opposed to several impressive individuals? So

great question. And remember I went, I referred earlier to the relationship between the dean and the chair so Tony and I think out loud together about how we're going to engage the board. Part of that is substance. You know, what's the substance and what are the challenges that we're bringing forward, and then how you bring those forward? I always think it's not just what you say, it's how you say it. And Tony is really good about outlining what he's wrestling with and kind of giving the board the benefit of context and some of the dimensions, the stakeholders with whom he's working. And here's what we're faced with, here's what I'm dealing with, and outlining that in a really substantive way, and then asking the Board for their input. And that input is extraordinarily helpful, and it's pretty well informed, not. Necessarily well informed from a academic standpoint, I mean, but more based on their experience. And a lot of those individuals have dealt with adversity, for example, or challenges or an unhappy stakeholder. And so they'll give you your their views, and they'll say too. Here's what might be around the corner for you, and something else for you to think about. And so we've gotten really focused on making sure that we may give ample time for interaction and exchange from the board. I think that's one of the things I would say to your audience that just always think about allowing enough time, because what we have seen from time to time is it's frustrating for them if they can't participate.

Dave 10:53

So Caroline, perhaps you've already addressed this issue. So if this is redundant, just wave me off. But as a dean preparing to launch a board meeting. What? What can we do? What should we do in terms of structuring the meeting itself such that our board members, when they depart, really feel like they've had a really satisfying experience? And again, you may have already gotten there, but are there some structural things we can do to make it happen.

Caroline Nahas 11:25

I think there are, from the standpoint, again, first of all, that the dean and the chair are collaborating on what's going to be on the agenda, how much time is going to be allotted and and that's where I think having a chair that is looking at the Dean's report, I know I understand what he's talking about, and you know what some of the issues are, but sometimes I might say, You know what? I think we're getting a little bit too, too much in the weeds here, and we're not allowing enough time for the Exchange, or there may be a there may be a subject that we should spend more time on. So he and I go back and forth about that. Example, rankings. I mean, rankings are always top of mind for alums, the board everyone, the student, if we just come out with a release on the rankings and they've either gone up or down, that would probably be a primary subject we would want to touch on and have a discussion so that the board doesn't feel like they've Been gypped out of enough time to really dig into that. And I think that's where the again, the cooperation and the relationship between the board and the chair comes becomes so important, because we're basically testing each other. And Tony could say to me, my dean Caroline, you know, I don't you have this in here your opening remarks. I'd like you to tee me up a little bit more in this area. So we try really hard to connect the things together too, so that I may say Tony's going to talk about this later. So again, it creates that bond between the two of us in the linkage. But time management and allocation, and that's generally the chair has to make sure that they keep on time, because otherwise, to your point, Dave, and the last we want them to go out on a high, a real high, like, wow, they're doing things. They're tackling the problems. They're excited, the strategy is being implemented, whatever those are that they feel like, elevated and energized, rather than that was boring, and it was really kind of just a report out from the dean and the chair that would be not very invigorating for our boards.

As a non fiduciary board, do you have executive sessions without the dean? Yeah,

what? What I did? And I don't know if this is right or wrong, the previous chair had executive sessions first with the dean and then without the dean. And that's what corporations do. The publicly held companies will often do that. But I'm of the mind that we should, unless there's a major issue where I may say I'd like to have a session without the dean, and I will tell the Dean ahead of time, I'm going to do that, but otherwise, I've encouraged our board and so as the dean, to express misgivings or concerns while the Dean's in the room, because I think that second hand, you know. Translating it afterwards is not as effective. I've also always found it, and this is just a personal thing. When you dismiss somebody from the room like the CEO or the dean and say, Thank you, Tony, for a great meeting, and then, you know, they're kind of bundling up their things and leaving. I've just always found that not very positive, almost kind of negative and anti climatic. I don't know if other people feel that way, but we've decided to have the executive session with the dean, and then if it's necessary, I will call for a private session.

Dave 15:37

Caroline, how do you educate your let me broaden this question up a little bit, is there a an onboarding mechanism that you deploy to bring members onto the board and in kind of a related tone? Do you or does somebody have a conversation about where's the boundary between being a healthy board member versus being an intrusive board member,

Caroline Nahas 16:01

so knock on wood. I'm on a marble table. So I'm knocking on the marble table we've not had, and if we did, I would probably call the board member offline and say, you know, some of the staff has, you know, brought to my attention that sometimes you can be out of all good intentions, too detail oriented, or asking for too much information, which is distracting, because they want to produce everything that a board member asked them to produce. But we really haven't had that issue. One thing that I will say, though, on that we've, we've tried to implement, is sometimes when we send out a communication about something that may be more sensitive the dean, if the dean is sending that, or the dean and myself and a board member may respond to the email and say, I don't agree, you know, like, agree with this. This is ridiculous, something you know, a little bit more hard hitting. And then other people get involved in the email, I have not found, and I don't know how the two of you feel or the rest of the deans, but having exchange on sensitive issues by email is is not fruitful, and it also could cause us some issues. So what we are thinking of doing more is sending out an email if it's on a sensitive subject, because the Dean does want to communicate with the board, and it is difficult to communicate one on one all the time when you have 50 board members, but then saying, if you have any questions or you want to talk to either one of us directly, please call us, and that has been more productive. And I learned that in business, this isn't unique to UCLA or to academia, this is like trying to resolve something by an email exchange when there's 30 or 40 people. Is it's a waste of time, and it also can get heated for no reason at all. And

Dave 18:25

just following up, do you have a is there an intentional onboarding? Yes,

Caroline Nahas 18:29

twofold. One is that the staff and Tony meet with every incoming board member and have an orientation, and then, and I hate this word, because it's kind of these are all sophisticated people, but we call it the buddy system. And the buddy system is that each new board member is assigned someone who's been on the board for a while, and we request that that individual hopefully arrange a lunch, if they're in different geographic locations that may not work, but then a some kind of a zoom, or something like that, and go through kind of what's going on with the board, what their view is of the board, the dynamics of the board, and then at the first meeting, we remind that buddy to make sure that they sit with the person and also introduce the person that's been, I would say, fairly effective. You. We all know that certain people have different personalities, and there's some people, it is very easy for them to go into a new group and become involved immediately and engaged immediately. Sometimes it's not as much the other thing that I've tried to do the first time, but when I first took over, I called every single board member individually just to get their input on. The board to introduce myself. If I did, I fortunately, I knew most of the people, which was very helpful, but just to get their take on some things. And then I rolled that up and gave a report when I came, when we had one of our meetings, and just said, here's some key things that were raised, and we're going to take some of these things and modify this or change this a little bit. And then I've tried to do that after each year, just going back and saying, What are your thoughts? What could we do better, continuous improvement? And I found that that's helpful as well. And the dean, I don't want to look like it's just the chair, the Dean does that as well, and just keeps in touch with people on a personal basis. I think personal interaction still is very, very important, and probably even more important now because of the virtual world, we don't see each other as much as we used to, and so we have four meetings, three of which are in person and one virtual. But that doesn't mean that every board member is going to make all three. So they make might make two. So it's kind of important that we keep them up to speed. And I'll just touch on one more thing about onboarding and how hard it is sometimes, again, if you have a board that is our achievers, and they have day jobs and they've got a lot of things going the communication. And this is something I learned in my work with Korn Ferry, when I was managing partner and Ken. You know this, people will say, I'll say, Well, I sent an email, and half the partners will go, I, I didn't see it. Oh, so I just learned from that communication, communication, communication, reminding people of meetings, reminding people of a, you know, pre reading, anything you could do is really important to communicate with the board.

Dave 22:06

Caroline, do you or Tony have specific expectations that you clarify with board members? Is there any like these? Are the three or four things we need expect

Caroline Nahas 22:18

you to do? Yes. So when we meet with them, to bring them on, we do communicate that in terms of, there is an annual commitment for every board member, and we've communicated that in the last three years we've moved up that contribution. Because I think some people either forget or forget or think that, gee, maybe I don't have to do that. And we've gotten last year, we got 99% which I was thrilled with. And somebody might say, Well, what about the 1% Well, given that we kind of started from around 70 and moved it up because we had a conversation at the board meeting, and it was more me than Tony to just say this is something that we committed to for the school, which is really important, And I think it's really important that everybody participates, so that helped move the needle considerably. We also talked to them about a meaningful personal gift when the campaign comes. We talked to them about potentially sitting on a committee and any engagement, there's no one engagement. Some people teach. Some people come and do guest speaking. Some people are more active in fundraising. So we talk about those different facets, but we recognize that everybody does something different to make a contribution. And then lastly, we would like them to attend as many meetings as they possibly can and treat that as a priority without

revealing any trade secrets or secret sauce. Our sense is that there's more art and science to this kind of leadership and and curious to hear, sort of how, with Tony, sort of what, what the what the interactions are like, the frequency, the sort of who you know, who, who's contributing what, as you sort of plan and and execute, sort of on how to make a high functioning advisory board.

So Tony and I, on a what would we call it? On a spontaneous basis, will text each other anytime and say, Can I have five minutes? Can I have 10 minutes? And Tony's really good at giving me the good news, but he's also equally as good. About being willing to give me the bad news. So he gives me a preview of anything that is coming up that he wants me to be aware of. Then, in addition to that, we have a call, I would say, every two weeks, on Friday, at eight o'clock in the morning, and I'm laughing, Tony wasn't as much an early bird as I was. I was kind of driving him a little bit crazy. But now it's at eight o'clock Hall, and it usually lasts around 45 minutes and and one of the things that's been helpful again for us is we give each other assignments on those calls. First of all, we cover anything that's really crucial, and then if we've given each other assignments. So I was to call this person. I was to do this, we bring each and Tony same thing. We bring each other, each other up to speed, so we don't have a lot of things lingering, especially if, for example, we're recruiting someone, and they've gone through the nominating and governance process and Tony or I or somebody has been assigned to take it to the next step. We check on each other on that. So it's pretty frequent, but I'll emphasize again, the open, honest relationship with the dean and the chair is just absolutely critical. And what has made this such a unbelievably gratifying experience for me, there's such a level of trust, and that takes time. But if you don't have it, it's it's a lot harder.

Dave 26:48

This has been fascinating. Caroline, me squeeze in one more question, if I could we have different levels of boards, from, you know, young alumni to senior advisory boards like we've been spending a lot of our time on in this session as we think about the about the I'll just use the phrase heavy hitters, the CEOs that are on these boards. Aside, you've already given us a lot of pointers, but on how to treat all board members. But how do, how can a dean, or should a dean, think about best leveraging the potential for these influencers in the community? You know, a CEO has just this remarkable network, but, but how do we use, how do we leverage that CEO to so that they're not only satisfied, but the school gets a bang for the buck that goes way beyond just the dollar contribution, if you will. Right?

Caroline Nahas 27:49

So I think first getting on the board. But also remember that intellectual entertainment, and I don't want it to appear like we do some kind of a dog and pony show, but really where they are stimulated in the conversation and during the meeting, and then I think building personal relationships, Dave, there is, you know, nothing has replaced, even With virtual and all our changes, etc, in my opinion, nothing changes developing a personal relationship, and that could be either the dean or myself, or relationships that are built, you know, within the board, and being able to leverage those relationships, not in a self centered way, but in a for the benefit of the school, and being able to call on those individuals and say, We know, you know the mayor of Los Angeles, we would like her to be the commencement speaker, Having that board member for the CEO, call the mayor ahead of time and say this is important because they have a relationship, as opposed to just going going in cold. It doesn't work. So I would just emphasize meaningful, not phony, meaningful and genuine relationships of trust, hopefully also personal, where you can call upon those board members and make sure you don't overcall. You know, we're not overloading them, but we, I think most CEOs, most human beings, react to we need your help? Can you help us? Most people love to get those kind of calls, as opposed to looking like, you know, we're kind of using you. So that would be my response.

Thank you. Caroline, this has been a really wonderful conversation. Helpful, insightful. We're sure our listening audience is going to really appreciate it.

Can I say one closing thing? Sure, yes, please. Having now worked, but I've always been on the board for a long period of time, but having been much more intimately involved, where I see the challenges and the opportunities. I just want to say to your audience that I so admire and respect what deans and chancellors do, the stakeholder demands, the events that occur over which they have no control, but they're drawn in. It is one of the most noble jobs, to me, one of the most fascinating and probably stimulating jobs, but also one of the most challenging. And I just wanted to kind of voice that, that how much I admire and respect what they do, day in, day out.

Dave 31:00

Well, thank you for pointing that out. You really hit the nail on the head. It can be one of the most challenging jobs, but can also be one of the most rewarding jobs I know. And in fact, that's why we have this podcast so

Caroline Nahas 31:13

well, it's true. It's true, and I've experienced that in the complexity, to me is because the number of stakeholders, and I don't think even the boards fully appreciate what the dynamics are, and I'll add, but I don't know if this is correct, because I've always been affiliated, except for a stint as a trustee of Scripps College in Pomona, so I got to see a private school, but public schools, it's, it's really, really challenging, so rewarding, as you said, Dave, but at the same time, a lot of moving pieces. Yep,

great, great.

Dave 31:58

Well, thank you again.

Caroline Nahas 32:00

My pleasure. It was really fun.

So Dave, what were your thoughts on that conversation with Caroline?

Dave 32:13

I really enjoyed her, her conversation. I think she gave us some helpful pointers. That is, as deans, can make our boards run better, and, and, and also leverage, leverage the board a little bit more wisely. I really loved the buddy system that she mentioned. What a clever idea. Yeah, yeah, but I'm sure she was a great colleague for you for the last 18 years, and and I'm sure Tony is benefiting from her insight and wisdom as well. Yeah,

Caroline Nahas 32:47

she has some she has some extraordinary assets. I mean, she she has a the highest EQ of virtually anyone I know, and I think that that makes a huge difference in this, because she is able to shuttle and build a relationship with, you know, with a new dean whom she did not know previously, build and empower an advisory board of, you know, really significant people shuttle between without ever looking like she's shuttling between. That takes a lot of the extent to which our deans can choose their advisory board members. Thinking about the kind of humility and grace that someone like that plays for her advisory board makes a huge difference. Right?

Thank you for listening to this episode of Deans Counsel. This show is supported in part by Korn Ferry leaders in executive search. Deans Counsel was produced in Boulder, Colorado by Joel Davis of analog digital arts. For a catalogue of previous shows, please visit our website at Dean's council.com If you have any feedback for us, please let us know by sending an email to feedback at Dean's council.com. And finally, please hit follow or subscribe on your favorite podcast player so you can automatically receive our latest show