Lesson from COVID19 crisis – Board Governance.

As the COVID19 pandemic begins to wind down globally, there is no doubt that it impact has been widespread and disruptive. The pandemic has negatively impacted livelihoods, supply chains, consumer spending, travel and every other aspect of everyday life. The current crisis differs from past crisis such as the 2007-2008 financial crisis due to its global reach. The COVID19 pandemic has been described as “the most severe crisis since the great depression of the 1930s’ ‘the most severe crisis since world war two”, its effects have been far-reaching not only to economies but to day to day lives.

For organizations, corporate governance- the Board and senior leadership, has largely remained unchanged amid the COVID19 pandemic however, there are lessons to learn from this experience. It is in times of crisis that leadership, innovation, business shrewdness and commitment are tested and demonstrated.

The Board defines organization’s purpose and sets strategy to deliver the corporate mandate. The Board primarily exercises its role of stewardship and oversight over management and its actions. Management or senior leadership of an organization is responsible for the day to day operations. The Board must have confidence in management’s ability to act quickly, adapt and align itself to evolving environment during periods of crisis. It is important for the Board and senior leadership to lead with empathy by prioritizing the safety and the welfare of workforce including their mental wellbeing. Generally, having concern for the organization’s beneficiaries and stakeholders helps develop confidence, maintain reputation and create value for the organization. Issues such as the duration for remote working, work productivity and how mitigate cyber risks and data privacy should be discussed.

The pandemic has affected how Boards execute their strategic oversight functions particularly limiting the physical interaction with the management. Post COVID19 period will require the Board to adapt and align its self with the governance demands of the pandemic crisis by stepping up and playing a more active role. What are the lessons we can learn going forward-

I. It’s important for Management and the Board to have well defined roles, responsibilities and decision making in and after times of crisis. Particularly the messaging that should be communicated to the organization’s stakeholders. The Board should work hand and in hand with management in executing communication responsibilities. It is also important to define who in management will focus on operations and those who will focus on the remediating the effects of the crisis.

II. Communication is key in times of crisis and should be prioritized. The Board needs to be kept abreast of information pertaining the crisis and its handling, to enable it, exercise informed and fact based decisions in the best interest of the organization and the relevant stakeholders. Communication should be clear, frequent and simple. Communication aids in creating transparency, fostering a culture of integrity and confidence.

III. Early identification of potential crisis. The Board when necessary must be actively involved where management fails to identify early warning signals of any sudden or potential crisis. Management should be able to identify the potential crisis that could be faced, the likelihood of occurrence of such events and remedies if any. Board should prepare their organization to have the ability to react to and recover from a crisis with resiliency and strength.

IV. Sustainability and Risk management .The Board must be able to assess the risk management, sustainability and long term prospects of the organization’s business model. The Board as the ultimate steward of risk oversight should review its corporate strategy and develop appropriate strategic responses to the impact of any crisis. The Board may need to set and review new targets for management and re-evaluate any new projects. Times of crisis should not hinder disclosures of information and reporting on the impact of the crisis on the sustainability of business.

V. The Board and Management should constitute a special committee which is equipped to work on crisis-related activities. The committee should be responsive and able to make bold decisions, able to interpret data, consider the relevant tradeoffs, make critical judgement and have the ability to identify and secure the expertise needed to accomplish its duties. It is also important to develop crisis response hand book detailing planning, decision process flows and roles with the relevant contact persons which can be reviewed periodically.

VI. A governance assessment should be conducted to ensure and confirm that the Board has the necessary resources and additional time to act when called upon in respect to the organization’s activities. It is necessary to adopt virtual board meetings and exchange of documents to facilitate information flow. It is also necessary to review meeting requirements including Annual meetings (such as quorum, advance notice, approval periods).

VI. A governance assessment should be conducted to ensure and confirm that the Board has the necessary resources and additional time to act when called upon in respect to the organization’s activities. It is necessary to adopt virtual board meetings and exchange of documents to facilitate information flow. It is also necessary to review meeting requirements including Annual meetings (such as quorum, advance notice, approval periods).

The post COVID19 era will require the Board to step up and exercise its oversight functions with more agility, flexibility and sound and ethical judgement.




As the COVID19 pandemic begins to wind down globally, there is no doubt that it impact has been widespread and disruptive. The pandemic has negatively impacted livelihoods, supply chains, consumer spending, travel and every other aspect of everyday life. The current crisis differs from past crisis such as the 2007-2008 financial crisis due to its global reach. The COVID19 pandemic has been described as “the most severe crisis since the great depression of the 1930s’ ‘the most severe crisis since world war two”, its effects have been far-reaching not only to economies but to day to day lives.

For organizations, corporate governance- the Board and senior leadership, has largely remained unchanged amid the COVID19 pandemic however, there are lessons to learn from this experience. It is in times of crisis that leadership, innovation, business shrewdness and commitment are tested and demonstrated.

The Board defines organization’s purpose and sets strategy to deliver the corporate mandate. The Board primarily exercises its role of stewardship and oversight over management and its actions. Management or senior leadership of an organization is responsible for the day to day operations. The Board must have confidence in management’s ability to act quickly, adapt and align itself to evolving environment during periods of crisis. It is important for the Board and senior leadership to lead with empathy by prioritizing the safety and the welfare of workforce including their mental wellbeing. Generally, having concern for the organization’s beneficiaries and stakeholders helps develop confidence, maintain reputation and create value for the organization. Issues such as the duration for remote working, work productivity and how mitigate cyber risks and data privacy should be discussed.

The pandemic has affected how Boards execute their strategic oversight functions particularly limiting the physical interaction with the management. Post COVID19 period will require the Board to adapt and align its self with the governance demands of the pandemic crisis by stepping up and playing a more active role. What are the lessons we can learn going forward-

I. It’s important for Management and the Board to have well defined roles, responsibilities and decision making in and after times of crisis. Particularly the messaging that should be communicated to the organization’s stakeholders. The Board should work hand and in hand with management in executing communication responsibilities. It is also important to define who in management will focus on operations and those who will focus on the remediating the effects of the crisis.

II. Communication is key in times of crisis and should be prioritized. The Board needs to be kept abreast of information pertaining the crisis and its handling, to enable it, exercise informed and fact based decisions in the best interest of the organization and the relevant stakeholders. Communication should be clear, frequent and simple. Communication aids in creating transparency, fostering a culture of integrity and confidence.

III. Early identification of potential crisis. The Board when necessary must be actively involved where management fails to identify early warning signals of any sudden or potential crisis. Management should be able to identify the potential crisis that could be faced, the likelihood of occurrence of such events and remedies if any. Board should prepare their organization to have the ability to react to and recover from a crisis with resiliency and strength.

IV. Sustainability and Risk management .The Board must be able to assess the risk management, sustainability and long term prospects of the organization’s business model. The Board as the ultimate steward of risk oversight should review its corporate strategy and develop appropriate strategic responses to the impact of any crisis. The Board may need to set and review new targets for management and re-evaluate any new projects. Times of crisis should not hinder disclosures of information and reporting on the impact of the crisis on the sustainability of business.

V. The Board and Management should constitute a special committee which is equipped to work on crisis-related activities. The committee should be responsive and able to make bold decisions, able to interpret data, consider the relevant tradeoffs, make critical judgement and have the ability to identify and secure the expertise needed to accomplish its duties. It is also important to develop crisis response hand book detailing planning, decision process flows and roles with the relevant contact persons which can be reviewed periodically.

VI. A governance assessment should be conducted to ensure and confirm that the Board has the necessary resources and additional time to act when called upon in respect to the organization’s activities. It is necessary to adopt virtual board meetings and exchange of documents to facilitate information flow. It is also necessary to review meeting requirements including Annual meetings (such as quorum, advance notice, approval periods).

VI. A governance assessment should be conducted to ensure and confirm that the Board has the necessary resources and additional time to act when called upon in respect to the organization’s activities. It is necessary to adopt virtual board meetings and exchange of documents to facilitate information flow. It is also necessary to review meeting requirements including Annual meetings (such as quorum, advance notice, approval periods).

The post COVID19 era will require the Board to step up and exercise its oversight functions with more agility, flexibility and sound and ethical judgement.

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