Why due diligence is vital before agreeing to a board role: Barry Gamble

Don’t think in terms of ‘passing’ an interview, accepting just any role to kick-off your board career, doing a LinkedIn post, and collecting the fees.

If the role doesn’t work out it will be forever on your CV.

Even extricating yourself from a difficult board situation and managing the ‘exit narrative’ is a challenge.

So it is vital to ensure, as far as you are able, that the role is the right one.

If discussing a position make sure to have done your homework so you can interrogate the board as much as they might seek to question you.

Then, if the terms of your joining are agreed in principle, undertake your due diligence.

To use the military expression, ‘time taken in reconnaissance is seldom wasted’, and so it is for a board director role.

Spend time with the board to explore the relationship dynamic, ideally sitting-in as an observer to a board meeting.

That is much better than trying to work out what is going on behind a closed boardroom door.

Look for openness of debate and independence of thought but with evidence of a shared sense of purpose.

Ask the company secretary for recent board papers and minutes, ideally with a verbal briefing.

Boards prepared to talk openly about the challenges they face just might impress you more than those which only ever signal their virtue.

Then follow up with a few telephone or video calls with advisers to the board.

Whether solicitors, auditors, brokers or PR advisers, they should offer you a valuable perspective.

Don’t forget senior staff, customers, suppliers or shareholders.

I’m hearing you say, ‘This all sounds rather intrusive and disruptive’.

There is that risk so don’t do so blindly but if you are introduced as a consultant and not necessarily as a prospective board director, enough of the right conversations should be possible.

Take your time and reflect on your due diligence process.

Good boards will learn a lot from the engagement and see the process as constructively two-way as your credentials are also validated.

If all parties still wish to proceed post due-diligence you will be off to a flying start with relationships already formed; your first board role well and truly landed.

Finally, don’t forget to thank your contacts who helped, that can but only strengthen your network for the future.

Barry Gamble is an experienced board director, chairman of Boardroom City Debates, a member of the 2025 Institute of Directors Commission ‘NEDs reimagined’ and of the 2024 IOD working party to the report ‘The Post Office Scandal, a failure of governance’.