Your question is interesting because sometimes writing the book gives the impression it was always meant to be, easy and straightforward. The reality is, i tried for more than half a decade to get on board unsuccessfully. As you rightly say, in terms of global large complex organizations my first board was a safety military and the opportunity in many ways surprisingly because i was not a board member. Im obviously black and a woman, born and raised in africa but also i did not come through a traditional pool report candidates. Coming through a more global purview. Around the world, that perspective have developed purpose nondemocratic countries and etc. Was particularly important for what have i learned . There are a number of Key Takeaways i hope are clearly outlined in the book. First of all, by the time were on the board, the reality these are complex organizations. Board of barclays was a company thats been around for 360 years you take a step back and look at the Historical Context of these corporations, they found through wars, pandemics, good times and bad but managed to stay afloat. I think it requires openmindedness, judgment complex issues to shift and do the job as a fiduciary the custodian of these important organizations so listening more than speaking i think is a key take away but also really appreciating by the time something appears on the board agenda, it means its extremely difficult if it were easy, somebody else would have solved that. He knew about these issues in the Broad Perspective and not just ideological theres only one answer kind of way. It breaks down a couple of big issues. What they are and how they operate, ways for the future and the big issues playing out now. I want to first look at one thing you said, im going to read from your book. Quote, the changing time is more indispensable than ever. How has that changed in the last year . There in a global pandemic, i would love to hear what this last year has meant as a board member. Yes. Its been phenomenal in many respects but its important to put this in context. In my book i talk about the first board being established or at least recorded in the 1600s and in many ways if you look back over several centuries, the fundamental landings of the board hasnt changed much. Traditionally boards have had to responsibility us. One providing oversight on strategy and number two is hiring and into, firing the ceo. Over the last half decade even more, theres a material shift toward the need of corporations to take on a more salt or social cultural responsibilities and being good citizens and that was counterforce to the 1970 article, which he basically climbed the flag and essentially suggested that financial privacy relief, an Important Role corporation plays. Shareholder versus privacy. Milton friedman is maybe not the modern times we are in right now. Its a whole other conversation, i do think hes been misquoted somewhat and was very clear in the article, the nature how corporations participate in the Global Economy and society would be driven by social and cultural context, enough degrees of freedom to think more broadly about the role of corporations and in the 140 character world given the short trip and blamed for the financial privacy arguments but changed in 2019 with the business roundtable, articulating a clear rise in aperture in respect to corporations, to incorporate not just financial shareholders but a range such as communities, employees, regulators society at large but to come back to a specific question, what is it mean about the changing role . There is a proliferation around environmental social and governance questions, which according to j. P. Morgan 45 trillion under management so hugely important, Climate Change to racial and gender justice concerns about worker advocacy, voter rights, crime control. Its opened up a wide array of issues notwithstanding the fact that Board Members are not elected at the same time the last year has reminded us we dont only have a strategic role thinking about how companies evolve over time, we have to block and tackle in the here and now to have a more tactical way when things go awry whether its pandemic or financial crisis. I did publish an article around march or april of 2020 east, i basically talk about how as a board member who are incredibly concerned about operations, are people safe . Are people able to walk into the computers . Two people have access to healthcare . Can this company run . Do they have debt or are they able to, can they use cash flow to cover the responsibilitys . Then you think about other considerations such as the broader marketplace and how we step up in a world thats incredibly challenging. That is a broader strategical way, a tactical role in that is part of being a good board member. You write how many people stop eo the risks members take on from a strategy around the company and operations not just having shortterm thinking from a public part of the role ceo succession. We know now the most expansion by quite a bit. Can you tell us in your succession in the past, is there a different question you are asking and what is expected of Business Leadership . The truth is, its important we understand in a sense corporations are living organisms, collections of humans and human changes, context changes and recently a port calling from a company i served on a while ago in his 80s, he said the only thing i can guarantee youre always going to be surprised. The pandemic, the rise of china, in can be any geopolitical risk. America first strategy, etc. The list goes on. Youre always going to be surprised and its a very important frame can about how organizations run but also the eo selection. Traditionally boards i have been bold in hiring and im afraid firing. It is part of the job. An unpleasant part of the job but it is part of the job nevertheless. Weve traditionally looked at candidates and their operational standards, what is their leadership style . How does it marry with their company is . If the Company Needs to restructure and reduce costs, the ceo who can lead the charge, how do they feel about strategic opportunities in might be more positive and constructive so thats how we approach it and theres a big area missing, probing ethical and moral compass candidates. How have we come back . s we relied heavily on references but obviously there living in a world where in just 18 months, over 400 ceos and Business Leaders lost their jobs because of me to, it brings relief and ethics. Part of the discussion in the book i try to emphasize is that the muscle organizations will have to strengthen. You cant just say to someone are you ethical, moral . I believe a specific question, whats the worst thing youve done to someone else . And my remembering correctly . Was the work think you done to another human being . I was joking with my siblings and friends thank its a great date question as well. [laughter] but the truth is, you cannot just broad questions, not a right or wrong answer and i think its really trying to get at the challenge of the complexity of the issues boards have to deal with, we are not looking for a right answer, that cant possibly be the case. As of right or wrong answer. We are operating in different cultures and ideological society, different jurisdictions delete and regulatory, it means we always have to be open minded and judicious with our opinions and ideologies. Absolutely. When i read the question from how to think, what is the worst thing ive done to another human being . Sit something when you are ten years old . It makes you think a lot. Another big part of being a board member is helping develop company strategy, direction and you write about assessing since units and how you make that Data Analysis and other measures. An external auditor and falling into a trap when evaluating Business Units, can you talk more about that . Its very early in my third career, people tend to be focused on businesses that looks like they might cause trouble and he cautioned me inside should be as vigilant in assessing performance that seems to be doing too well. We tend to think its brilliant, his company or business is doing wonderfully, we dont need to worry about that but thats when you should probe kind of a marker allows a business to thrive, is it a monopoly . What does it mean from a competition perspective . A lot of questions should emerge, make sure you think im ethical or legal or dare i say corrupt so i was a tremendous importance advice in a world that is complex and chaotic in the sense that we have risk of deep globalization, issues with respect to technology and disruption and what it might lead to, its important to be vigilant not just from the but also on the upside opportunities when we see them. Im going to take a few moments to talk about specific instances you mentioned on your own experience and how it helped you learn more. He mentioned all of the things you cannot plan for and sometimes you just like myself o is relatively new as a board member, it is quite traumatic. This is why you want people with knowledge and savvy and have been able to navigate companies through challenging times. It is a price taker, a company that relies on Mining Minerals such as gold and copper that are not priced by that, it is priced by the market. It can heavily influence not just your performance in terms of their operations but also share drivers. We shouldnt forget trading about 202 a company is board but also the company be able to turn back challenging environment around. Indeed. Its not just market fluctuation, how was your first time you join as a director, 100 billing dollars in 2016, the largest and one of the larger deals. The board initially didnt think the company would be botched. What was going on . Its another reason of the book i suggest its a very good thing to avoid. Anything can happen. Aside from that transaction, ive been on boards in over a decade now, ten years serving on boards or hot a chairman die, regulatory fights into the billions. A Company Trading and negative earnings would you be think about it, its quite shocking. Share price as high as 53 and as low as 7. I do think in terms of that transaction in particular, board, who are the second largest beverage company, we thought the notion that the number one was smaller than Number Two Company seemed so distant partly because we were competing in the same areas and there were regulatory antitrust issues without would be hard to work through and we misjudged the fact that in order to buy us, the Number One Company had to basically do the largest bond transaction ever, 40 billing dollars surely they wouldnt do that. We were wrong but i was the chairman of the Risk Committee at the time not only had we assumed brexit would not happen in 2016 if it were to happen, no way people would vote for and had material consequences in the evaluation of the company and the probability of the transaction being done the transaction did get done and that was a lesson that anything can happen. I also write theres no company to big, too regulated or too powerful that could not be visited upon and its the same attitude ive been on a number of boards or a shareholder comes in and you think how is this possible . But anything can happen. Fastening peach fascinating to sure about that in retrospect. You write about geopolitical changes, something so big we will get more on that a little later but one more quick anecdote from your experience, were on the board as they considered withdrawing from africa, what was that like . For me personally, it was traumatic. I was born and raised in africa. My First Bank Account was an african branch, at the time i was serving on the board, had been in africa 100 years. In many ways i had to separate the emotional personal me and someone who is committed to africas progress in society and the world from the job of being a fiduciary or custodian of the organization to make sure i can survive and thrive longterm. It was a hard decision, i wanted it to stay in africa but at the same time Regulatory Environment is close in the 2008 financial crisis and its a globally significant systemically Important Company and on that basis, the regulators increased some of the capitol requirements and made it challenging to stay in the country in the manner we were so its tough but her mind and underscores the challenge of having to do the things are empathetic to what you would like to see happen in the interest of making sure you do that duty but also making sure over time as a custodian the Company Continues to survive and thrive and im happy to say berkeley is alive and kicking. Mentioned a former banking reporter for five years, and shows a little bit, i havent heard that one a little while. I want to go broader for a moment, he write about board makeup, how someone gets to be on the board and the power structure within a board to go highlevel for a moment, its been a topic of debate recently and im curious, shouldnt based on a Corporate BoardElizabeth Warren has called for and in germany. Let me take a step back and say the following because ive had the privilege of serving Corporate Boards in different jurisdictions, the u. S. , uk, canada and continental europe, i am constantly thinking about whats best practice, what can be done to enhance boards i do address this around employees but also i talk about ways to upgrade boards and im sure we will get to that but its an interesting one and in germany in particular, it is slightly different. Its a twotiered system so if there is a sense the managerial board and supervisory, it is different from what you might see elsewhere. I will say, i address this specific question is a lot of overlap in terms of governance responsibly, all of the boards have committees, they have compensation committees and in that respect, i think there are small margins and this is an important one. I recently wrote an article about the fact that i do believe two things. One, where more and more in the boardroom able to get the view of the Employee Base into the board room in a way that is important and Technology Allows us to go beyond the company. You write about Board Members are following that. Absolutely. We want to hear from our clients and stakeholders, absolutely. The only way to make the best decisions so that is important, we are getting back message loud and clear. Theres always ways for improvement but on the other hand, i do argue and have written an article for Bloomberg Opinion a few weeks ago talking about how it is important, i think for us to make sure there still is some responsibilities decision points made at the board room or the managerial level because organizational leaders tend to have a broader purview. So one Business Unit intercompany you might have a different tolerance from the way the company in its entirety or enterprise should be viewed. So generally, we think we have to be careful bringing people or employees or certain views in the boardroom, shareholders you have to be careful about that, i talk about large nonindependent board, strategic stakes and activists onto the board because you dont want them to bring a view that might be narrow and doesnt take into consideration the bigger picture. The bigger debate and discussions the best boards have all the time because things are changing, we want to make sure we get the message in from employees in particular but more generally from society at large. In terms of the makeup of the board, it really is about what kind of diversity. He write about institutional shareholders have legislation in california, what data do you seek to track and monitor when it comes to diversity and inclusion there on boards in general or Employee Base which is something at the forefront for many Major Companies . Absolutely. Lets take a minute to fully appreciate my good friend, melody, the chairman of starbucks often says the numbers dont lie and we know the numbers tell us clearly more diverse boards, corporations do better in equity as far superior in the cost of capitol and their ability, not just survive but thrive and compete is enhanced by having more diversity in the book i get the specific data. Not a matter of window dressing, if you want to compete in the 21st century, need to be hypersensitive to the issue of diversity. Diversity of race, gender, background. It is necessary for longterm success. Fortunately, her ability to hire the ceo, its a rare opportunity not just our diverse parent but to think about whoever is taking that for the agenda around a Diverse Society but also through competition. Not just diversity issues but issues around broadly in the percentage of how we determine compensation, certainly from ceo as well as management and Business Leaders. That said, we dont want to be in a world where we fight discrimination with discrimination so high performing is really welcoming and we should be encouraged to compete and succeed as much as any other group but there are clearly gaps and we have been behind interment of remedying. The companys more generally, there is a real sense is not just about employees and boards, its also about subcontractors, external auditors and people managing Pension Fund Money and much more corporations can do. Theres a lot of companies, who want to know more information about what the towns and cities have in terms of education, employment, criminal justice and healthcare. Theres a lot more we can do it its an exciting. To think about. Its not just the company itself, theres always other pieces that come together. Despite talking about this right now and how much progress has been made and thought fought back roads into the future, theres a moment you wrote about in your book that made my jaw dropped going back to may 2010 at an annual Shareholder Meeting and a sha