Family owned/privately held organizations in wholesale distribution, both small and large, with succession issues, family preparation and second and third generation leadership issues have been subjected to the evolution of leadership. These organizations are often founded by an aggressive, highly talented entrepreneur. Many of the principles of leadership employed by the founder that helped build the success that the organization enjoyed in the past is not the type of leadership that will maintain that success through generations of ownership. The formation of a board with several outside directors can help ownership cross the transitional divide that often accompanies generational succession.

A Board of Directors, elected by ownership, can provide the kind of support necessary to take the company to the next level. No man is an island and it can become very lonely at the top. Growing an organization is hard work. The president of the corporation not only has to surround himself with an excellent team but he must be able to rely on another power to challenge him and his team. The Board of Directors, in exercising its business judgment, acts as an advisor and counselor to the President and his executive team. The Board can help define and enforce standards of accountability. Accountability that is often found lacking in a privately held family run organization. A Board can challenge and help the management team execute their responsibilities to the fullest extent in the best interest of the shareholders.

A Sounding Board

A Board can have differing types of responsibilities based on its written charter and by laws. However, the typical responsibilities that a Board for a privately held corporation must live up to are generally aligned with ownership/shareholder objectives. Overseeing the way the company conducts its business to insure that it is managed effectively is one primary responsibility. Selecting, compensating and evaluating the CEO is another key responsibility. Someone has to have the power to take the CEO to the woodshed when it becomes necessary. No one person has all the answers and the board can provide the kind of advice and insight that may circumvent mistakes or validate the direction the CEO is taking the company in. Boards can be structured under a wide range of responsibilities and personalities. They can be very formal with strict procedural requirements or they can be very informal, made up of predominantly family members without the necessity of following