André Zerafa: “Disagreeing isn’t the same as challenging.”


4 min read

André Zerafa is the managing partner of Ganado Advocates — one of Malta’s foremost law practices. He is a member of the Council of the Maltese Institute of Financial Services Practitioners, of the Chamber of Advocates, and of the International Bar Association.

What’s the one way you’d change boards to take their performance to the next level?

I’d make surprises in the boardroom a thing of the past.

Board meetings are where you officially reach a consensus around issues. But if you want to achieve said consensus within the timeframe of the meeting — and have a meaningful conversation while you’re at it — you need to have started building agreement long before you enter the room. Directors can be strongly opiniated — especially legal professionals! — and it’s the role of the chair to know where people stand ahead of time and to use that information to anticipate roadblocks rather than stumble upon them during meetings and end up with protracted discussions that don’t lead anywhere.

“It’s the role of the chair to know where people stand ahead of time and to use that information to anticipate roadblocks rather than stumble upon them during meetings.”

That “no surprises” regimen has to apply to agendas, too — the “Any other matters” section shouldn’t be an opportunity for directors to shoot from the hip and take the board through whatever’s on their mind. In fact, in the same spirit of creating consensus well in advance, I ask my board members to follow one rule: If you wish to raise a point, you must have prepared and shared a memo first.

Did you find it harder to build that consensus remotely?

Technical issues can sometimes get in the way. But, once you’ve equipped everyone with the right setup, I’d argue that going virtual actually improved our decision-making.

When you lose the option to simply walk to someone’s desk and must book a space in his or her calendar for a Zoom meeting instead, the limited time you spend with that person becomes much more valuable. And so, unlike corridor chats which can be lovely but rarely deliver something concrete, remote conversations tend to end with commitments.

That said, going fully remote all the time is probably not desirable, as it’s easy to lose focus after too much time sitting in front of a screen. The chair should pay attention to what setting is most appropriate for tackling particular issues — and, for complicated topics where you absolutely need people to be switched on for hours, meeting in person likely remains the best option.

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Is there one board-related thing you’d like to spend more time on?

Getting more out of committees.

Committees are an invaluable tool, since they’re able to go deep into complex questions that boards don’t have enough time for. But it’s precisely because they have such expansive discussions that the matters they cover can easily overlap.

To make sure that two or three different groups of smart people with limited amount of time aren’t tackling the same problems in two or three different corners of the organisation, it’s up to the chair to coordinate the committees and be on top of the discussions they’re having. That’s something on my list.

What piece of advice would you give someone newly appointed to a board?

I have two.

First: Be patient. When your recommendations aren’t followed, or when the rest of the board doesn’t share your views, it can feel defeating — but it doesn’t mean that what you bring to the table isn’t being valued.

“Remember that disagreeing isn’t the same as challenging.”

And second: Remember that disagreeing isn’t the same as challenging. Your role isn’t to object to things for the sake of it or to get your opposition recorded in the minutes — it’s to properly think the process through and raise the concerns you have, whether it’s before, during, or after the board meeting.

What book is on your bedside table?

The Undoing Project, by Michael Lewis — the story of two Israeli psychologists who went against the dominant theory of rational actors and found that human decision-making is incredibly prone to errors and bias.

“If we can’t trust our brains to make the right calls, can we identify where we fall short and find other ways to reach the right outcomes?”

It delves into the same question that Moneyball, another of his books, explored: If we can’t trust our brains to make the right calls, can we identify where we fall short and find other ways to reach the right outcomes?

What is your Golden Rule?

I don’t really have one, as I find ironclad rules too limiting. But if I did, it would probably be: “Don’t jump to conclusions and stick to your decisions.”

It pays to take a little longer to analyse things before you commit, but once a path has been charted you have to follow it — even if you find along the way that it wasn’t necessarily the best route. Second guessing and permanently changing plans doesn’t lead ships to safe harbour.

And finally, if you could invite one person, historical or living, to dinner tonight, who would it be?

José Mourinho. I’m an Inter Milan fan and I just need to ask him one question: “Why the hell did you leave us for Real Madrid?”

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