This is the sixth article in a series on public sector boards in Nigeria, and the last in which I will be diagnosing what is wrong. From the next column I will move to what we should be doing instead. But before we leave diagnosis behind, there is one pathology I want to name, because in my reading of our public sector it is the most pervasive of all. It is also the most invisible, because it disguises itself as good order.
I am referring to the ceremonial board.
The board whose meetings are run with such polish, such formality, such adherence to protocol, that the casual observer would assume it is the very picture of good governance. It is not. It is the picture of governance theatre. The meeting is performed, and what is performed looks like governance. But the substance, the actual work of governing, is largely absent.
A ceremonial board is not a board that does nothing. It is a board that does the wrong things, in the right way.
It is a board where the rituals are immaculate and the results are mediocre. It is, in my view, the single most common form of public sector board in Nigeria today, and it is the form that has done the most damage to our institutions while attracting the least attention.
Today I want to describe it precisely, so that we can recognise it when we see it.
The anatomy of a ceremonial meeting
Let me describe a ceremonial board meeting as it typically unfolds. I have constructed this description from what I have studied of our public sector governance patterns, from conversations with leaders who have served on such boards, and from the consistent reports of those who have observed them. Every element I am about to describe will be familiar to anyone who has had any meaningful exposure to public sector governance in this country.
The meeting is scheduled well in advance, as part of a fixed quarterly calendar. The venue is appropriate to the institution’s standing, often a board room with the institution’s coat of arms prominently displayed. The seating is allocated by protocol. The Chair sits at the head. The Chief Executive sits to the Chair’s right. The Company Secretary sits to the Chair’s left. The directors are seated according to seniority of appointment, with the most senior member of the board sitting closest to the Chair on the opposite side from the Chief Executive. Refreshments are laid out. The room is air conditioned. The lighting is good. Everything is ready.
The directors arrive. They greet each other warmly. They greet the Chair with a degree of deference appropriate to her standing. The Chief Executive is greeted with cordial respect. There is some small talk about traffic, about the news of the day, about a wedding or a funeral that one or more of them attended in the past week. The Company Secretary moves quietly between them, ensuring that everyone has signed the attendance register, that everyone has their information pack, that everyone has tea or coffee.
The meeting is called to order. The Chair opens with a brief reflection, sometimes spiritual, sometimes patriotic, often both. The agenda is adopted. The minutes of the previous meeting are confirmed. Matters arising are dispatched briskly, because most of them have already been resolved in correspondence between meetings, or they have not been resolved and there is no expectation that they will be resolved today.
The Chief Executive presents the management report. The presentation is professional. It has been prepared by a team. The slides are well designed. The numbers are presented with a confident gloss. Achievements are foregrounded. Challenges are mentioned, briefly, in the context of how they are being addressed. The presentation runs for forty-five minutes, sometimes longer. The directors listen, take occasional notes, and ask occasional questions. The questions are mostly clarifications. The Chief Executive answers each one to the apparent satisfaction of the asker.
The decisions on the agenda are then taken. Each is presented by management with a recommendation. Each is approved, sometimes with a comment, sometimes without. The approvals are recorded.
The Chair invites any other business. There usually is none. The Chair offers a closing reflection. The meeting is adjourned. The directors are served lunch. They eat together, talk warmly, take their cars and leave.
The Company Secretary types up the minutes. They are circulated for confirmation at the next meeting. The institution carries on as before, with the board’s signature on the records, the board’s blessing on the decisions, and the board itself having done, in any meaningful sense, very little.
This is the ceremonial board meeting. It is conducted with dignity. It is conducted with respect for protocol. It is conducted in keeping with the conventions of governance. It is, however, not governance. It is the appearance of governance. The work of governing has been left undone.
If this is not supposed to be the norm, why do so many of our public sector board meetings drift into this pattern? Why does ceremony come to substitute for substance?
I would offer four reasons, all of them structural and all of them connected to the diagnoses I have made in earlier columns.
First, ceremony requires no preparation. A board meeting that is essentially ritual can be conducted whether or not the directors have read the materials. The directors can listen, nod, and acknowledge. They do not need to have absorbed the technical content, because no technical decision is genuinely being made. A working board meeting, by contrast, requires every director to have done substantial preparatory work, and to come ready to engage with detail. The ceremonial format protects directors from the exposure that proper preparation would otherwise demand.
Second, ceremony resolves the awkwardness of disagreement. I described in the last column how rubber stamping protects the social fabric of a club like board. The ceremonial format extends this protection. A meeting conducted as ritual has no space for disagreement. The structure does not permit it. The protocol does not invite it. Directors who might otherwise have raised difficult questions find that the form of the meeting itself signals that such questions are not what this gathering is for.
Third, ceremony comforts the Chief Executive. A Chief Executive who knows that the meeting will proceed as ritual can prepare, present, and leave the room without having had her judgement seriously tested. This is convenient. Over time, Chief Executives come to prefer it, and to subtly resist any attempt to change the format. Some Chief Executives, sensing the early signs of a board that might begin to challenge, work quietly to restore the ceremonial pattern by managing the agenda, the information flow, and the seating.
Fourth, ceremony fits our broader cultural disposition. Many institutions confuse professionalism with formality. This also holds true in the Nigerian society. As Nigerians, we value protocol. We value form. We value the dignified conduct of official occasions. These are not negatives in themselves. But when these instincts are imported uncritically into the boardroom, they produce a meeting that satisfies the cultural expectation of how a serious occasion should look, while failing to produce what a board meeting actually exists to produce. We have, in some cases, adapted boardroom practice to ceremonial culture, when we should have done the opposite. We should have built a boardroom culture that requires the work, regardless of where our wider cultural default sits.
The boardroom conversation test
This article will be incomplete without a test to check the ceremonial nature of an institution’s board. This is a test you can apply to any board meeting you have attended or are about to attend. Seven markers. Each is a yes or no. Score honestly.
Marker one. In the last three meetings, did the board change a recommendation that management put forward, in any substantive way?
Marker two. In the last three meetings, did at least one director openly disagree with another director on a substantive matter?
Marker three. In the last three meetings, did the board return to a previous decision because new evidence suggested it should be reconsidered?
Marker four. In the last three meetings, did the board ask management to come back with a revised proposal, rather than simply approving what was put forward?
Marker five. In the last three meetings, did the board spend at least half of the meeting on strategic matters, as distinct from operational reporting?
Marker six. In the last three meetings, did the directors have time without management present to speak frankly about the institution?
Marker seven. In the last three meetings, did anyone in the room admit not knowing something, ask a basic question, or push back on a presentation because it was not clear?
While no single score can capture board effectiveness perfectly, a board that consistently answers “yes” to at least five of these seven questions is usually operating very differently from a board that answers “yes” to fewer than three.
Most of our public sector board meetings, in my assessment, score yes on no more than two.
This is not because the directors are not serious people. It is because the format of the meeting does not invite seriousness. The format invites performance. And the directors, like all of us, respond to the format they are given.
Breaking the ceremony
The good news is that ceremonial board meetings can be transformed, and the transformation can begin in the next meeting. It requires only a Chair who is willing to insist on a different format, and a few practical changes that anyone can implement.
The agenda should be restructured so that strategic matters come first, when the directors are fresh, and operational reporting is dealt with last, briefly. Information packs should be redesigned so that decisions are clearly framed, options are presented, and the recommendation is justified rather than asserted. Each major decision item should explicitly require the board to consider a counter recommendation, not just the management’s preferred course. Reserved sessions without management present should be standing items, not exceptional ones. The Chair should explicitly invite disagreement in every meeting, name what challenge is meant to look like, and protect those who offer it.
None of this is exotic. None of this requires legislation. None of this costs money. What it requires is the Chair’s willingness, and the directors’ willingness, to do something different from what they have been doing, even when the existing pattern feels comfortable.
Why this matters more than we think
I have spent six columns naming the things that have gone wrong with our public sector boards. The four levers we have not pulled. The seven disciplines we have not applied. The nine signals we have ignored. The five tests that would tell us we have built clubs rather than boards. The five practices we have not introduced to make challenge survivable. And now the seven markers that would tell us our board meetings are ceremony rather than work.
If you take all six of these articles together, what they describe is a system. A system in which the design produces clubs, the clubs produce ratification, the ratification protects ceremonial meetings, and the ceremonial meetings preserve the illusion of governance. The whole apparatus is self-reinforcing. Each part holds the others in place. This is why fixing any one part in isolation does not change much. The system has to be reset.
But the system can be reset. Every part of it is within our reach. The composition can be changed. The behaviour can be changed. The format of the meeting can be changed. The standards by which the board is held to account can be changed. None of these require constitutional amendments. None of them require new agencies. What they require is a serious decision, by appointing authorities, by Chairs, by directors, and by the country itself, to stop accepting governance theatre as if it were governance.
Remember that the board sets the ceiling. A ceremonial board sets a ceiling at the level of competent performance of ritual. A working board sets a ceiling at the level of competent performance of an institution. The country can choose which ceiling it wants for the bodies that govern its public assets.
I will now leave diagnosis behind. From the next column, I will be writing about the highest leverage decision in the entire public sector reform conversation. How we select directors. We have spent six articles on what is wrong. We are now ready to talk about what to do.
A country cannot rise above the boards that govern it. Ours is no exception. From the next column, the work of building begins.
Dr Bolaji Olagunju is the Founder and Group Chairman of Workforce Group, a human capacity and organisational performance firm founded in 2004 and operating across Nigeria and Africa. He is also the Founder of Philantify and the convener of Leadership That Works, a platform devoted to the question of what really works in leadership. His books include Hiring Right: A Matter of Life and Death for Businesses and Business Owners; The Seven Disciplines of Breakthrough Results, a public sector leadership playbook for DGs, CEOs, Permanent Secretaries, Directors and Senior Leadership Teams; and Blueprint for Capacity Development Excellence, a strategic framework for strengthening the institutions and professionals at the heart of Africa’s human capital. He writes here in a personal capacity.
