What do you when a board member
wants to control the board?
Sooner or later, you will probably come across a board member who thinks they should control the board. They might object firmly to everything they didn’t suggest, or think they have a right to veto any decision. A few simply don't like change and resist it at any cost.
In these kinds of situations, the Board becomes very inefficient. Decisions take longer, and consensus is difficult and usually rare. Many discussions are then put to a vote, creating winners and losers. People start to play politics by lobbying other members to support their view and oppose the views of others; board discussions are then a manifestation of the power-plays behind the scenes. In some cases, this kind of interaction cripples and even destroys a board, rendering it unable to make good decisions or act within efficient timeframes.
In a similar scenario, board members are elected by different groups of constituents, so they are generally tempted to represent the interests of their constituents rather than the interests of the whole board. In particular, beware of providers of finance (e.g. banks and venture capital firms) who are in the position to appoint their own people to the boards of corporations. These board members have a built-in conflict of interest, in that they are not there to look after the long-term interests of the corporation, but of the body that placed them on the board. Banks are there either to make as much money as possible for themselves in the short term, even if it is not in the best long-term interests of the corporation. Venture capital firms are generally using their leverage to take control of the corporation from the founders, and they are often successful.
Prevention is better than cure. It is best to prevent such people getting onto the board in the first place. Ideally, you have a good system for selection and orientation. However, do not be tempted to select only people who will agree with you. You need people who can present a different perspective from other board members, while still working harmoniously with other board members. Unfortunately, in some cases, you might have little choice over who gets elected onto the board.
If you are the chairperson, it is your responsibility to close down any political wrangling that makes the board ineffective. There are no easy answers, but try these: