Checks and Balances: The Board Game

Original Publication: New York Woman, April 1, 1988

To get an idea of how exclusive or sexist (take your pick) the boards of directors at the Fortune 1,000 companies (the top industrial and service corporations) are, just take a look at the numbers. Only 395 out of approximately 14,000 directors are women – less than 3 percent. Fifty-six percent of those companies have no female directors at all. But the story isn’t just in the figures. The 395 women who’ve made it – out of the more than 51 million American women who work – have passed through a delicate screening process, a comfort test, so that their presence won’t jar or vex the senior men they join.

“Noisy, brash, aggressive doesn’t fly; quiet, perceptive, analytical does,” says Jack Lohnes, a headhunter who’s been recruiting female directors for fifteen years. The perfect woman is “not adversarial but supportive, someone who’s not representing a specific point of view.” That means the lady is never uppity. She never pushes for a single-interest issue, such as women’s rights, and God forbid that a driven woman who had fought to get to such a level should be considered forward. The reward for achievement is knowing your place.

Outside directors of major corporations are never hired to be rabble-rousers to begin with. One of their main functions – along with representing shareholders’ interests and helping to plan the futures of the companies on whose boards they serve – is to keep watch over top level management. They have the power to fire the CEO who recommends them for his board, and naturally the chairman wants his board to be responsive to him. This is most true for profit boards, where the directors always have their eye on the company’s quarterly earnings. Getting on a nonprofit board is a somewhat different game. Women who serve on nonprofit boards often do so because they or their husbands have contributed a lot of dough to the cause. “I really don’t talk to people unless they’ve given a million,” says the head of one of the city’s premier cultural entities. Or they may get on because they are related to the founder or they’re great at fundraising.  A woman’s age is not of major importance. On the profit boards, however, hotshots in their late thirties and early forties need not apply.

“There are women walking around with the unfortunate belief that here they are, thirty-eight and wildly successful because they made it to vice president, and now, by God, they should be on some boards. That’s unrealistic,” says headhunter Sandra W. Meyer, herself a member of the Metropolitan Opera and Munsingerwear, Inc., boards. Felice N. Schwartz, president of Catalyst, an organization that runs a board placement service for women, agrees. “In a banner year only a handful make it. A woman who says ‘I’ve reached a point in my career where it’s good to get on some boards’ is not in touch with reality.” But those who do make it might as well have “certified safe” stamped on their foreheads because they are asked over and over again to serve on other boards. Since directorships pay anywhere from $20,000 to $40,000 per year, there are those who have even turned it into a profession. (The all-time former commerce secretary Juanita Kreps, who serves on ten.)

Back when feminism had considerably more clout, women were put on boards mostly for image and appeasement. Today, the few boards that seek women want them to have similar managerial expertise to the men who serve – women who are CEOS of their own companies (admittedly not a large tribe) or at the very least serve on the boards of their own companies. For women without hard business experience, there’s always the Forum for Women Directors, which can be joined by invitation only (a spokeswoman said it was a “discreet organization that wants no publicity”) and which teaches women board members to read a balance sheet.

But no matter how much blue-chip experience she has, a woman can, merely by her presence, make her fellow members uptight. “You approach it like an anthropologist visiting a primitive society,” says Dorothy Gregg, a retired Columbia professor and executive at U.S. Steel who’s served on both for-profit and nonprofit boards. “You make a great effort to understand these men and their uneasiness, and to allay that. You try during breaks to talk informally and in a relaxed manner and get to know them. Read the sports and financial pages. Exotic travel is a good subject. Make sure they understand that you get their jokes.”

Isn’t power fun?

Recruitment is done through the informal network – the vintage grapevine. The absolute epitome of bad behavior is to push yourself. “That’s practically trafficking,” sniffs Lohnes, who maintains a data bank of several thousand résumés of qualified females. So if you are not as rich, glamorous or socially burnished as ex-UN ambassador Marietta Tree (five boards) or ex-stock broker Robin Chandler Duke (five for-profit, four nonprofit), at the very least you have to be a star in your own field. “Excel at your own career,” advises G.G. Michelson, a senior vice president and lawyer for Macy’s who sits on seven boards. “Concentrate on developing your own competencies.”

Still, women who have almost none of those qualities do land on boards. After all, boards are reflections of companies’ personalities, and a few CEOs still think putting a woman on their board will solve their affirmative-action problems. Others just want a female face inside their annual report. Then there are chairmen who honestly would like women to participate but want to know exactly what these women can bring to the party. Political access at the highest level? Expertise in a field they want to branch into? Robin Duke, who’s also president emeritus of the National Abortion Rights Action League (NARAL), for example, says that her experience with contraception devices and certain drugs in the Third World was a valuable aid to her work on the board of American Home Products, makers of Advil and one of the largest drug companies in the U.S.

So suppose you get on. Then what? Knowing when and how to ask the salient question, whether at the full board meetings or when committees meet (where women often end up with assignments of lesser import), appears to be key to boardroom mastery. “It’s all subtlety and secondary impact,” says Patricia L. Francy, controller of Columbia University and former chair of the Financial Women’s Association of New York, a group with many female board aspirants. “You shouldn’t be on a board unless you understand the whole interface.”

“You must contribute to the board, study hard and ask qood questions,” says Dorothy Gregg. “You win respect as a participating member of the board. At the same time, you have to be an expert reading body language. If a point is brought up and you look around the table and see the flickering of an eyelash and everybody freezes, that’s when to keep quite.” Alas, there are women who will always keep mum or who ask the wrong, or silly, questions, and they are a trial for everyone. “Women are still not allowed to fail,” says GG Michelson. Adds Francy: “Some women are real dogs. They don’t know when not to speak. Nothing good ever happens to women on a board when they’ve been preceded by a dog.”

Not that such great things have been happening anyway. With the Reagan administration’s antipathy toward women’s rights and the collapse of the ERA, the Eighties have not been a time when women have been sought to serve. “The impetus is all but gone,” says Robin Duck. “I’m appalled by it. What has happened is that the [board’s] eyes have gotten onto another ball, which is increased earnings, and away from the consciousness about women.” General Motors, for example, one of America’s largest companies, sells more than a million cars every year to women (more than 40 percent of all cars sold are to women), yet it has only one woman on its board. Union Carbide and LTV have none.

Perhaps the crucial question, then, is whether having women on boards makes any difference at all in the way America conducts ins business. If the mere presence of women on Fortune 1,000 boards made anything other than a token statement, wouldn’t there be more corporate day care in those industries, better maternity-leave policies, greater use of flextime and streams of women crashing through the glass ceiling to positions of greater authority?

Ask the question and Felice Schwarts, of Catalyst, will say there haven’t been enough female directors to quantify such things. Yet she and others on boards feel adamantly that their appointment is a clear signal to female employees that management is sensitive to women. But if you speak to middle-level management women in such companies, few even seem aware the female directors are there at all. Some women directors do quietly prod behind the scenes to make sure women are being promoted, but most of the time what you hear first are speeches about responsibility to corporate shareholders who always seem genderless. After all, these women have been carefully selected not to be strident.

The irony is that America’s competitive position in the world is inarguable in jeopardy. It’s logical to think that the tightly knit fraternity running the country’s corporate boards would be desperately searching for any creative or fresh input. (If it was, thought, the Japanese, Germans and Koreans wouldn’t be outhustling and outthinking us in the first place.) Is this other 51 percent of the population such an absurd place to start?

This article is typed from the original material.  Please excuse any errors that have escaped final proofreading.

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