WOB sponsored by

Practices and procedures relating to the appointment of directors in Australia and New Zealand

February 2004

Market research conducted by Delta Outlooks for

Acknowledgements

Information in relation to company profiles has been sourced from the following:

BRW November 20-December 17 2003 – Top 1000
BRW Website – Top 500 Public Companies
Australian Stock Exchange Website
Websites of targeted organisations
Telephone discussions with companies
DELTA Outlooks internal database

Information is accurate to the best of our knowledge as at 20 February 2004.

Objectives

This research aimed to:

Develop profiles of approximately 250-300 publicly listed companies, boards of interest to Rural Women and sports boards as a base for approaching them regarding the appointment of women to their board

○ We have profiled in detail approximately 400 public companies and rural boards

Obtain contact details of women board members on these boards for future WOB contact and approaches to these women regarding mentoring other women
Survey board chairmen or company secretaries regarding board appointment procedures and attitudes
Survey women who are currently board members
Produce a report document from the above which will

o Be given to chairmen respondents in return for their assistance

o Offered for sale to other chairmen of boards and to women aspiring to become board members

o Used for publicity for WOB

Methodology

This project had four phases:

Collect data from ASX site and company websites
Phone contact with companies to seek:

Number of board vacancies at next AGM
Email address for chairman and for women board members
To advise the PA to the Chairman

Survey of Chairmen of Boards
We emailed or fax a questionnaire to approx 400 chairmen of these boards. This was followed up with extensive calling and conduct of some interviews by phone as well as re-faxing and emailing to achieve 60 responses. This included issues relating to board appointment processes.
Survey of women on boards
We faxed a short or emailed questionnaire to all women board members identified. This was followed up by calls to corporate offices to ask for contact details for each women board member and subsequently additional phoning, faxing and emailing to achieve 38 responses. This covered issues of how they were appointed and advice to prospective women board members.

Executive summary

This report has been compiled from a combination of analysis of data on approximately 400 public companies and rural boards plus surveys of 60 board chairmen and 38 women directors. Please see the methodology section for more detail.

Overall conclusions and recommendations

The proportion of board members who are women is extremely low (7% of board members are women) and this is unlikely to increase significantly in the foreseeable future.

This expected lack of increase in the proportion of board members who are women is due to:

The infrequency of positions becoming genuinely vacant (as opposed to re-appointing existing board members)
Where boards do consider appointing a woman there appears to be a preference for women who already hold board positions. This is evident from both the significantly higher incident of women board members holding more than one board position than for men plus 41% of women indicated that they obtained board positions because they were known because they were on other boards.
Chairs and company secretaries indicated that the likelihood of appointing a woman to the board in the next few years was low (rated 5.7 out of 10). 17% gave a rating of 8, 9 or 10.

We recommend that women who aspire to become board directors approach this very proactively and strategically. In addition to reading the detailed advice in this report you should consider the following:

Do extensive research on companies that are in your field of industry expertise through

Careful evaluation of information on the ASX website
Search media for references to the companies and undertake web searches of the company and of the names of all board members
Read company annual reports, websites, etc
Understand the company ‘culture’
Understand the risk involved with being a director – is the company stable and ethical?
Research the CEO and board members before you seek to meet them
Attend functions, join associations where you may have contact with board members or senior executives
Undertake similar research on their competitors
Getting to know journalists who specialise in your industry and offer to write articles for industry or professional journals etc
If you are happy with your evaluation of the company/ies and your self evaluation says you are competitive then you may feel ready to contact the chairman, the CEO and/or directors and talk to them about your interest in their company board. However, your self evaluation may result in an alternate initial strategy (this may be getting other qualifications, networking, raising your profile etc)

Objectively evaluate your skills, qualifications and experience – do you really have what it takes? There are different views on this offered in this report.

There is a strong view that the women who are most competitive will have had extensive experience running a profit centre in a major corporation (preferably listed) and preferably you will have reached CEO level
There is also an alternate view that there is value in emphasising skills not traditionally held by male professionals – understanding of and links in the community (as relevant to the company), completion of the St James Ethics Centre course, etc
Are you are well known and regarded in your field?
Women board members tend to have multiple qualifications and or are a MAICD or FAICD.
Do you have skills, qualifications and/or experience that don’t exist among current board members of your target companies?

You are likely to be more successful in approaching larger companies (number employed) than smaller ones and those with better profitability

The time of year in relation to their AGM and whether they have board vacancies is not significantly important. Although if they have the maximum number of board members and they are likely to be re-appointed then your chances are diminished.

Gain board experience on non-paying boards – charities, sporting bodies etc. This gives you a track record and experience in corporate governance. It also gives you an idea of whether you do have the time to commit to a board and whether it is what you expected

Approach the key head hunters, develop and maintain a relationship with them

As one respondent said “Network like crazy”

Analysis of current board membership

Overall, 37% of boards covered by this research have one or more women board members. (29% have one woman board member, 6% have 2 and 2% have 3).
7% of all board members are women.
3% of public companies and associations have women Chairmen.
While 63% of the top 176 public companies have at least one woman on their board, on average 27% of lower ranked companies have at least one woman on the board.
8% of boards expect to have one or more vacancies in 2004
There are 2,569 board positions in the sample held by 2,277 different men (ie some hold several positions). Of these 2,277 men:

○ 91% hold one board position

○ 6% hold two

○ 2% hold three

○ 1.2% hold 4 or more board positions.

There are 164 positions in the sample held by 136 different women (ie some hold several positions)
Of these 136 women:

○ 76% hold one board position

○ 16% hold two

○ 7% hold three

○ 1% hold 4 board positions.

The important observation is that once appointed to a board women tend to be appointed to more boards on average than men.
There is a significant trend for companies with better financial results to have women board members.
There is a significant trend for larger companies (based on employment size) to have women on the board, particularly for those with over 1,000 employees.
Companies that listed post 2000 are more likely to have women on their boards than those that listed earlier.
There is a significant variation by state with 58% of ACT boards having one or more female board members followed by NZ 55%, NSW 43%, SA 37%, WA 34%, TAS 33%, VIC 33% and QLD 27%. Please note that the ACT figures are distorted due to 6 of the 7 ACT boards with women on them being rural boards established by the Federal Government.
The larger the board, the more likely it is to have one or more women board members.
There is a significant variation by industry with Banking & Finance most likely to have one or more women board members followed by Process & Petroleum, Research & Development, Insurance, Health & Community Services and Utilities.
Least likely to have a woman on the board are Hotels Restaurants & Leisure, Wholesale & Distribution, Technology Hardware & Equipment, Pharmaceuticals & Biotechnology, Telecommunications, Health Care Equipment & Services and Transport & storage. (other industries are detailed on page 13)

Survey of board chairmen & company secretaries

We surveyed a total of 60 Chairmen and Company Secretaries. Responses were gained via a combination of email, fax and phone.
The most common process for identifying prospective board members is ‘Other board members’ 78% followed by ‘Managing Director/CEO’ 57%, ‘External paid consultants’ 40%, ‘Friends/peers’ 32%.
56% of companies have a process of the board deciding names of potential board members to be put to share holders. 21% said the nominations committee of the board recommends names to the full board.
Important criteria when deciding on new board members are

○ ‘Particular skills’ rated 8.6 out of 10

○ ‘Experience related to your industry’ 7.5

○ ‘Other board positions past or present’ 6.4

○ ‘Friend or acquaintance (known to a board member)’ was not considered important (2.9) and nor was ‘Retired or current senior executives from the company’ 2.7

We asked ‘How long before the AGM are potential board members identified’. 22% said they fill vacancies at any time and the names are then put to the AGM for endorsement. 29% said they start this process 6-12 months from an AGM. Therefore timing of the AGM is generally not relevant to the process of seeking suitable new board members for half of the public companies.
6% of companies have board vacancies arising annually, 47% say approximately every 2 to 3 years, 29% every 4-5 years, 8% every 6-7 years and 10% more than 7 years.
23% of boards have the maximum number of board members their rules allow. 77% have 1-8 positions not filled or have no limit specified.
62% said if the board is not at full capacity they do consider additional appointments from time to time. Others have made a judgement that for the size of the company the reduced number is most appropriate.
38% currently have one or more women on the board. 25% have previously and 45% never have had a women board member
Overall, the likelihood of appointing a woman to the board in the next few years was rated 5.7 out of 10. Among those who never have had a women board member the average rating was slightly lower at 5.3. These ratings suggest that the likelihood is quite low. 17% gave a rating of 8, 9 or 10.
Respondents were asked ‘Historically have you experienced any of the following issues with board members generally?’ 23% said ‘Lack of skills/knowledge ‘ had been an issue, followed by 15% ‘Insufficient time committed’ and 5% ‘Lack of commitment to the company’.
We asked ‘What would a woman with appropriate qualifications and skills need to do to be considered for your board?’ – Major comments were

○ 27% mentioned having the right skills and experience including industry experience

○ 25% said women should make themselves known to the chairman and /or current board directors. And a further 8% said that women should have a profile or reputation publicly or in the industry that makes them known

This reinforces the responses in the second point above where the main processes for appointing new board members were ‘other board members’ and the CEO. Interestingly no respondents mentioned headhunters in response to this question although 40% said they use them in the earlier question.
We asked ‘What advice would you give women who would like to become board directors?’ Responses were wide ranging and worth reading through. Major suggestions related to

○ Networking, building contacts and gaining a profile, track record

○ Being successful in an executive position

○ Being proactive and strategic

○ Having the right skills, qualifications and experience

Survey of female board members

The process by which company chairs and company secretary’s identify prospective board members compared with how boards on which there are female directors identify prospective directors is detailed in the table below. Comparing responses below, those from chairs and company secretaries indicate a higher consideration of other board members’ views and CEOs’ views than that reflected by female board member responses.

Group whose opinion is sought	Responses by chairs / and company secretary’s	Responses from female directors
Other board members	78%	53%
Managing Director/CEO	57%	34%
External paid consultants	40%	53%
Friends/peers	32%	29%

Women board members said the main way they gained the board appointments was ‘Knew someone professionally on the board or in the company’ (55%), followed by ‘Were known because I am on other boards’ 42%, ‘Were contacted by a consultant’ 29% and ‘Knew someone personally on the board or in the company’ 26%.
Advice provided by women board members in relation to what to do to be competitive for board appointments and additional advice for aspiring board directors is excellent and extensive.
The things that stands out generally about qualifications held by women board members are

○ the high level of qualifications of women on boards

○ AICD qualifications are held by one third of respondents.

We recommend that for any woman interested in obtaining board appointments it is worth spending considerable time evaluating suggestions and comments in this report offered by both the Chairmen and company secretaries and the women board members.
When reviewing these comments and suggestions also consider what it not mentioned – For example, the words entrepreneurial and innovative do not appear.

Analysis of current board membership

Basis of the data in this section

DELTA Outlooks collected data on 412 companies and boards and compiled profiles of 399 organisations. The 412 companies included:

338 public companies from the top 500 publicly listed companies (based on BRW 2003 Top 500 excluding 70 mining companies).
31 other publicly listed companies (non-top 500).
24 associations, or industry bodies with boards (mainly rural).
19 companies and associations (rural related) that we could not source board information from websites.

This initial round of information was collected from the Australian Stock Exchange website and from company or association websites.

Of the 412, approximately 80 fit into the rural category. We have also covered 11 transport, 6 utilities and 15 pharmaceutical (as specified in WOB’s rural target list).

The following analysis is based on the 393 companies and organizations for which we obtained board details.

Boards by State

State	Number of boards which include women
ACT	12
NSW	174
NZ	11
QLD	44
SA	19
TAS	3
VIC	98
WA	32
Total	393

The 369 publicly listed companies covered represent 26% of the approx 1420 companies listed on the Australian Stock Exchange at any time. Data below is likely to be more positive towards women that is the case in reality due to that fact that:

We excluded mining companies where we would expect a lower representation of women on boards.
As you will see below the best performers are most likely to have women on their boards and the lower performers are less likely to. Our sample is skewed towards the better performers.

‘Top 500’ public companies with women on boards (337 companies)

Company ranked by ASX	Boards with women
100 companies ranked between 1 - 176	63%
100 companies ranked between 178 - 302	27%
100 companies ranked between 303 - 440	24%
37 companies ranked between 441 - 500	27%

Overall, 37% of boards covered by this research have one or more women board members. (29% have one woman board member, 6% have 2 and 2% have 3).
7% of all board members are women.
3% of public companies and associations have women Chairmen.
While 63% of the top 176 public companies have at least one woman on their board, on average 27% of lower ranked companies have at least one woman on the board.

Board vacancies expected in 2004

We telephoned all 369 public companies to ask if they expect vacancies in 2004. We also verified the number and composition of the board information taken from the ASX. This indicated that some companies detail women and men who are senior executives but not board members.
Of 245 we contacted, 8% of boards expect to have one or more vacancies in 2004.
This represents 1.4% of all ASX listed board positions.
With approximately 1,420 public companies at any time (source: ASX website) that have an average of 7 board members there are approximately 10,000 board members. If 1.4% of these are vacant each year this represents approximately 140 new board appointments in 2004.

Analysis of current board membership

On this basis at current rates of 7% of board appointments being women, we can expect an additional 10 women board members in 2004 on public companies. (Although see previous note that this forecast is expected to be higher than reality due to the sample covered being the major public companies that are more likely to have a woman director) on the board.
We note that 27% said ‘don’t know’. There may be additional vacancies among these companies.
It is possible that some of the companies that we spoke to do in fact have ‘technical’ vacancies arising where existing board members are up for re-election. If they don’t see these as genuine vacancies they may have responded accordingly.
Frequency of vacancies was also covered in the survey of board chairmen and company secretaries.

Board vacancies expected in 2004

Item	No.	%
Boards with vacancies	20	8
Don't know	66	27
Nil vacancies	159	65
Total Responses	245	100

Board positions held by men/women

(393 companies & associations)

There are 2,569 board positions in the sample held by 2,277 different men (ie some hold several positions). Of these 2,277 men:

○ 91% hold one board position

○ 6% hold two

○ 2% hold three

○ 1.2% hold 4 or more board positions.

There are 164 positions in the sample held by 136 different women (ie some hold several positions). Of these 136 women:

○ 76% hold one board position

○ 16% hold two

○ 7% hold three

○ 1% hold 4 board positions.

Multiple positions may be slightly higher than indicated as in some cases a person may be listed under their full first name and in others under their initials. In these cases we may not have identified a few people with several positions.

In addition this includes primarily positions held on the top 500 public companies. Many of these people hold other board positions on companies outside of the top 500.

The important observation is that once appointed to a board women tend to be appointed to more boards on average than men.

Number of board positions held by male/female of 375 companies & associations.

No. of board positions	Men (%)	Women (%)
1	91	76
2	6	16
3	2	7
4	1	1
5/6	0.2	0

Public companies with women board members by 2003 financial results

(314 companies with financial details)

There is a significant trend for companies with better financial results to have women board members.

Number of public companies with women on boards by profit 2003

Status	Boards with women	Total boards	Boards with women (%)
$5m+ profit last financial year	64	142	45
$0-5m profit last financial year	33	103	32
Loss for last financial year	14	69	20
	111	314

Analysis of current board membership

Public companies & rural boards with women on the board by number employed

(264 companies with employee details)

There is a significant trend for larger companies (based on employment size) to have women on the board, particularly for those with over 1,000 employees.

No. of employees	Boards with women	Total boards	Boards with women (%)
1-100	10	50	20
101-350	15	50	30
351-900	13	50	26
901-2,500	25	50	50
2,501 – 20,000	31	50	62
20,000+	10	15	71

Public companies with women on boards by ASX list date (368)

Companies that listed post 2000 are more likely to have women on their boards than those that listed earlier.

When listed	Boards. with women	Total boards	Boards with women (%)
1987 or prior	46	123	37
1988 - 1999	51	160	32
2000 to present	36	85	42
	118	349	105

Analysis of current board membership

Public companies & rural boards with women on boards by state (392)

There is a significant variation by state as indicated below. However please note that the ACT figures are distorted due to 6 of the 7 ACT boards with women on them being Rural boards established by the Federal Government.

State	Boards with women	Total boards	Boards with women (%)
ACT	7	12	58
NZ	6	11	55
NSW	74	173	43
SA	7	19	37
TAS	1	3	33
VIC	32	98	33
WA	11	32	34
QLD	12	44	27
	150	392	38

Public companies & rural boards with women on boards by the size of the board (375)

The larger the board, the more likely it is to have one or more women board members.

No. of board members	No. of boards with women	Total boards	boards with women (%)
2-5	12	106	11
6-7	52	139	37
8-10	58	113	51
11-17	28	35	80
	135	375	36

Analysis of current board membership

Public companies & rural boards with women on boards by industry breakdown

(393 public companies and rural boards)

Industry	Total in sector in sample	Boards with one or more female directors (%)
Banking & Finance	8	100
Insurance	5	60
Process & Petroleum	5	80
Research and development	11	64
Health, community services	8	50
Utilities	6	50
Media, Film, Radio & TV	22	41
Manufacturing	48	44
Real Estate	34	44
Retail	26	42
Agriculture, forestry / fishing	23	39
Energy	13	38
Construction	8	38
Software & Services	27	33
Finance, Business & property services	56	36
Health Care equipment & services	19	26
Transport, storage	14	29
Pharmaceuticals & Biotechnology	15	20
Technology Hardware & Equipment	6	17
Wholesale & Distribution	19	16
Hotels Restaurants & Leisure	11	9
Telecommunications	8	25

Survey of board chairmen & company secretaries

We surveyed a total of 60 Chairmen and Company Secretaries. Responses were gained via a combination of email, fax and phone.

What is the process for identifying prospective board members

Other board members	78%
Managing Director/CEO	57%
External paid consultants	40%
Friends/peers	32%

Consultants mentioned were:

Using consultants for the first time
Egon Zehnder
Executive search firm
IOD BAS
Proned
Spencer Stuart
Spencer Stuart
various

Other processes mentioned were:

Nominations committee of the board (4 responses)
Board nominations and remuneration committee (2 responses)
Actively search for candidates via industry contacts
Chairman, CEO and one other director who make recommendations to the board before approval by shareholders
Chairman’s investigations
Identify skill shortage of existing members
Individuals or networks of board members
Internal nominations committee to "Champion" potential candidates (both men and women)
Members
Other persons known to us in the business community
Professional advisors
Reputation in the business community
Shareholders can nominate
Since going public we have not had to appoint any board members. Prior to that we used Australian based directors to recommend candidates

Who decides the names put forward to shareholders

Board as a whole	56
Nominations committee recommend to full board	21
Chairman in consultation with board	3
Directors and shareholders - anyone can nominate	3
All candidates are put forward	2
Appointments are made as a casual vacancy so name is not presented to the shareholders until the following AGM	2
Board, board rotation, vacancies	2
No vetting except to ensure they are a member because it is an association	2
The Board or 5% of shareholders	2
The chairman	2

How important are the following criteria when deciding on new board members.

10=extremely important and 1= not important

Particular skills (finance, marketing etc)	8.6
Experience related to your industry	7.5
Other board positions past or present	6.4
Friend or acquaintance (known to a board member)	2.9
Retired or current senior executives from the company	2.7

Are there other important issues?

Ability to work as an individual contributor within a team
Compatibility with board 'culture'
Compatibility with other board members
Credentials
Cultural fit' (2 responses)
Fitting in with other board members
Good connections interstate and government
Good reputation in business community
Knowledge of due board process and corporate governance is an advantage
Outstanding achievement in a related field or industry, team player, outstanding personal characteristics
Proven history of long term integrity and success as a CEO of another company
Public company experience
Recommendations/references from known trusted corporate associates
Refer ASX corporate governance council guidelines
Standing in the community, reputation. Maybe not specifically as a director but as a well known senior executive in a well known company
Ultimately the decision is based on the prospective members experience and skill
We try to have a board that has experience across the skills required - finance, legal, insurance broking, insurance underwriting, company law and compliance, sales
Wisdom
Workload (other commitments), age, reputation

How long before the AGM are potential board members identified

As required depending on vacancies AGM is not relevant to timeline for appointment	22%
6 months	21%
3 months	11%
12 months	7%
2 months	5%
1 month	3%
ASAP	3%
Varies	3%
Criteria vary depending on overall composition	2%
Depends on need of the company at the time	2%
Long a period as possible	2%
The appointment of a new director does not occur often. Investigation only occurs if and when a vacancy or a need arises. Time is not an issue	2%

Approximately how often do board vacancies arise from retirement or resignation of existing directors?

Approx every 2-3 yrs	47%
4-5 yrs	29%
More than 7 yrs	10%
6-7 yrs	8%
Annually	6%

What is the maximum number of board members possible under your company rules? And how many do you have on your board now?

As you can see below 77% of boards have at least one vacancy and 60% have 3 or more vacant board positions.

Have appointed members to all positions	23%
1 position vacant	8%
2 positions vacant	7%
3 positions vacant	23%
4 positions vacant	12%
5 positions vacant	3%
6 positions vacant	8%
7 positions vacant	3%
8 positions vacant	3%
No limit	8%

If your board is not at 100% of possible members do you consider additional appointments from time to time?

62% said YES

One comment offered: Yes particularly due to new company governance requirements

If NO why not

Current membership number is sufficient for our size (3 responses)
Not necessary (3 responses)
Don't see any need for more at this time
Six is about right as it works well, is cohesive and has the skills required
No commercial or technical need
Pleased with current arrangements
Seven is considered sufficient to be an effective board
We have the appropriate number

Has the company currently or previously had one or more women board members?

Do currently	38%
Have previously	25%
Never have had	45%

(Totals over 100% as some indicated 2 responses)

45% either do now or have previously and 8% have both had a women director in the past and do currently.

What is the likelihood of appointing a women director/s in the next few years?

1= not likely, 10=very likely

Response – average rating of 5.7

If the likelihood is rated 1-4 please explain why \

Rating	Comment
NR	Depends on skills and experience not gender
NR	Gender is irrelevant, talent is
NR	Stable board and don't see any changes in the immediate future
1	The real estate industry doesn't appear to appeal to women
2	Fewer women in senior positions within the utilities industry and less contacts
3	Current board structure consists of close personal relationships. Would be difficult to penetrate
3	Directors don't change often
3	Few women have timber industry skills
3	New board and no retirements expected in the next few years. Industry is male dominated and this may have an impact
3	Stable board, no changes foreseen at this stage
4	Current board appointed in 2000-2001
4	Female skill level in the industry is low. Also if looking for a person with previous director experience then there are many less females than males with such experience
4	The number of female candidates fulfilling the requirements of information technology industry experience is far outweighed by the number of male candidates. From a purely statistical point of view it is therefore less likely
5	Need one or two at least
5	We are currently looking for a board member. The most appropriate person, male or female will be appointed
6	Appoint directors based on their qualifications and experience not gender
8	Subject to industry experience and skills

NR = no rating given

Historically have you experienced any of the following issues with board members generally

Insufficient time committed	15%
Lack of skills/knowledge	23%
Lack of commitment to the company	5%

Other problems

Attendance at board meetings
Lack of time to get ‘hands on’ appreciation of operations
Low level of participation
Satisfy skills need and industry experience
Rectified by corporate governance training

What would a woman with appropriate qualifications and skills need to do to be considered for your board

Appropriate qualifications , skills (4 responses)
Relevant skills & industry experience (4 responses)
Approach the board chairman (2 responses)
Be nominated by a director (2 responses)
Become known to the board (2 responses)
We need to have a vacancy (2 responses)
Answer is dependent on what position is being filled, relevant skill set and experience
Appropriate specialist skills needed by the board at the time. Articulate and confident to present views. Acutely aware of responsibilities of a professional director
Be a suitable candidate
Be known to the nominations committee and have appropriate talent
Be nearly equal in merit to a male contender
Be pro-active, contact a director or chairman
Be recommended, have tertiary qualifications, fill a skills need
Because of the substantial majority shareholding board members are appointed by the controlling shareholder and are representatives of that organisation
Become known by those people who recommend people for directorships - especially share brokers and current members of public company boards
Business experience in Agriculture
Contact the MD of the company who is on the nominations committee
For her name to come up as part of the independent search by consultants. Current board has 4 yrs experience with the exception of one who has 1 1/2 yrs experience
Furniture retailing background and a fit to the culture of the company
Gain senior level software industry experience/knowledge and specific skills in marketing, finance, HR, software engineering or similar discipline. Also develop a profile in the industry either through membership of industry orgs or similar forums
Good demonstrated experience, reputation and experience
Have a 'profile' that brings her onto the radar of head hunters and chairman/directors (2 responses)
It is not the board (who are keen to champion women) it is the shareholders who make the final choice
Knowing the industry
Meet with committee members and qualify herself as for men
Nominated by shareholder or by directors
Nothing different from a man
Nothing else, appropriate experience. We have considered women and continue to do so
One of the main career criteria is that the person would be recently retired after a successful career as a CEO. No different from a male contender
Promote themselves to the company by the demonstration of performance within other companies and promote their desire to join the board as a director
Provide something that doesn't already exist on the board, eg skills/experience
Relevant experience and industry contacts
Reputation in the market, appreciation for them
Reputation, skills, be known
Retail qualifications, skills
Should we have an opening we would consider all qualified candidates. Being known or recommended by a current director would be helpful but not a necessity. It would be helpful if the person had experience on other boards
Simply nominate - must be an active member
To be available for consideration
Understand the business
Need to be 1. Available 2. On the radar screen
Would need to come highly recommended by either existing directors or from friends or peers of board members

What advice would you give women who would like to become board directors?

A person’s gender doesn't make them a good board member. It is their ability to see the overall big picture that sets them aside
Be known to the nominations committee and have appropriate talent
Be prepared for time consuming compliance issues
Be proactive and look for suitable opportunities
Be strategic about the career path/stepping stones to achieve the experience desired by the boards you wish to be a member of
Become known by investors/analysts as a person who would merit such a position due to excellence in their fields and reputation. When we appoint new directors we give consideration to whether the investment community would know and have confidence in this person to look after their interests and to add value to the company. If we could not answer this question positively then we would probably cast our net wider than we did
Being in the top of their field
Build contacts
Convince the board they have the skills they are looking for
Develop appropriate contacts and networks
Develop the skills required to be a director and then put their names forward to companies as a potential director
Develop the skills that are in demand
Do an Excellent job in current position
Don't give up. Attitudes will eventually change. Register with groups such as Australian Society of CPAs who are developing registers of suitably qualified candidates for Australian boards
Find companies who need their skill/ experience set and sell themselves to them
Gain board experience in not for profit organisations
Gain experience
Get known, join appropriate organisations, develop good reputation
Get qualifications
Get qualified, formally and informally
Go elsewhere, not worth the time
Hang in there - will be considered on their merits
Keep trying, ability to demonstrate they have the skills
Let it be known that they are interested, develop a skill set that will be attractive eg finance
Market skills, develop contacts, get to know the industry
Network with contacts
Network, make your interest known
Network, profile and proven track record
No idea
Obtain sufficient experience in Senior Executive Management positions
Only accept positions because of merit

• Please do not subscribe to the glass ceiling mentality. Companies are open to female directors and there are many good examples of female directors succeeding in business. Margaret Jackson has certainly impressed me having worked on an audit committee with her). There is a growing awareness and appreciation in the business community of the significant contribution females can bring to leadership and direction of Australian companies

Qualified (MBA, finance skills, great track record. Has to be known, visible, network in professional circles, so they can become known
The first thing I would recommend is for them to be successful in their careers and obtain an executive position in a respected company or professional firm. Then I suggest they network with other directors and business leaders and become known and respected in their field. In this way when a company is considering new directors their name will be known such that they will get on the list of candidates being evaluated
To be available and able to committee the necessary time
Track record - followed corporate career path
Understand the industry

Survey of women board members

We obtained responses from 38 women via email, fax and phone.

What is the process for identifying prospective board members for companies that you are a board member of?

Other board members	53%
Managing Director/CEO	34%
External paid consultants	53%
Friends/peers	29%

Other processes mentioned were:

Advertising (3 responses from R&D boards)
Board nominations committee (3 responses)
Business associates
Get nominated, voted by members
Government system - appointed by the minister
It varies between companies to include all of the above. Increasingly all board members interview prospective candidates identified either by a search company or by individual directors
No need to date
Through ex directors

External consultants mentioned were:

Bill Newton from Aurelius Director
Egon Zehnder, Korn Ferry
Egon Zehnder, Korn Ferry
Jane Bridge, Boardroom Partners
John Peebles (NZ)
Spencer Stuart, Russell Reynolds, Egon Zehnder, Heidrick & Struggles, Boardroom Partners

How did you gain the board appointment?

Knew someone professionally on the board or in the company	55%
Were known because I am on other boards	42%
Were contacted by a consultant	29%
Knew someone personally on the board or in the company	26%

Other comments were:

As a mutual, I stood and was elected by policy holders. Have been re-elected both as a mutual and limited company
Contacted by the Government
Executive director in the company
Executive of company prior to listing
Identified company and arranged to meet CEO, subsequently introduced to Chairman and offered board role
Knew professionals outside the company
Knew someone in a government agency who was drawing up the list of nominees
Large shareholder
Major shareholder and owner of pre-listed company
Professional relationship with business associate
Responded to advertisement (2 responses)
Voted in by members

What do you suggest women who are aspiring board members do to be competitive for board appointments?

Attend company directors diploma course. Hold a VERY senior position in a large company
Broadbased company experience across more than one functional area. Experience in international operations if possible
Build profile with other directors. Join AICD and go to their functions. Accept any offers to speak in public about your areas of expertise If in the professions (law/accounting/financial advisory/PR) try to position your work profile so that you are working with boards and CEOs on their projects, then work very hard and be as commercial as possible in solving problems for them. Whether or not you have these opportunities, learn as much as you can about particular industries, join your industry groups and go to functions. Read the AFR and ASX/press announcements from companies within the industry/ies you choose, subscribe to industry journals Try to get articles published (it isn't really hard if you remember that the editors are always looking for material, particularly if you've worked on your own expertise and profile-ring them up and volunteer) get to know financial journalists (same advice as for publication and offer to help them eg as a sounding board for anything they intend to write in your area of expertise). Get your name on the state and federal lists of women interested in being considered for government boards. Accept any invitations for corporate entertainment (football etc). Don't just focus on women's groups, but join a couple, particularly if you can get to speak in public If you are aiming at a particular company do the homework and then try to get along to something they are doing (are they sponsors of the opera, is the chairman involved in any charities/community work??)
Business experience across a range of disciplines, Get outstanding reputation
Complete Company Directors course. Clearly identify why they would be suitable candidates for a Board appointment including experience, competency, communication skills and what specific value add would they bring to what style of company have to be comfortable with themselves – not out to prove something
Do not discount 'voluntary' work such as Chambers of Commerce, other committees
Easier once you have one position. Have an area of expertise. Head hunters think the problem with women is they don't give their names to head hunters and don't follow up with them
Ensure you move early in your career to�line/profit centre roles and maintain that bias throughout your career such that you ideally occupy a CEO position, preferably in a publicly listed company, from which you are aiming to move to Board work.� Unfairly, advisory (e.g. HR) roles within companies or working in not for profit or public sector roles (even with big budgets) do not count nearly as much as profit making roles and non-listed companies count for less than listed company experience as far as listed company boards are concerned. Don't assume that the current focus on governance is a new opening that will be treated as a substitute for hard core business experience - boards don't generally have room for specialists as against business generalists with�a specialty (such as finance, marketing, legal etc).
Gain business qualifications, preferably get experience as an executive director, network
Gain good experience in other fields. Have good business relations
Get into senior line roles in major companies or professional firms
Get operational experience running a business P&L Centre
Get the experience
Get the right quals and skills
Get themselves on a board so they can build relevant skills. Be in the space where other board members interact and work
Have experience volunteering on a board, do some not for profit and for government
Have very good qualifications and work experience. Line experience/P&L experience is especially useful. Develop a good network of contacts/mentors that may be able to recommend you for boards. Build a profile within the business community eg speaking at conferences can raise your visibility
Join boards for the right reasons, understand what it is about
Line management, direct experience, profit and loss experience
Network
Network like crazy
Network, gain connections
Network, Get any board experience eg voluntary and qualifications eg AICD
Networking and exposure to professional groups is essential. Financial experience and understanding essential
Participate in voluntary boards. Take leadership positions in voluntary boards. Network, Join AICD
Play to your strengths. Don't try to compete with men on their terms. Eg she has a background in journalism, communications and ethics (not traditional male areas). She believes her strengths are the 'big picture' ability, and the human touch - women can particularly add relationships in the community which offers a view of reality that men traditionally don't experience.
Recognition in the industry their in. Attend conferences, present papers, network
Seek government and or charity board appointments, ensure they have broad general management experience, let people know they have an interest in corporate governance roles
Select companies they would like to join and advise MD and board of interest
Self promotion, a lot of community work, work outside of their profession
Speak to all professional contacts that have worked with her in her full time working life. Make it known to them your interest. Gain profile through speaking etc. Speak to all external consultants. Speak to other company directors
Start with Community boards, contact the head-hunters, not sure, never done it, get exposure via govt. advisory committees or boards
Stay in the workforce, be a practitioner, profile, approachable, be an expert
Stay in the workforce. Gain profile in companies, get on smaller boards, Work your way up
Understand the role of a board member, let people know you are interested, get on a not for profit board
Work hard, get professional experience in particular business or professional firm
Work in not-for-profit sector early to understand process of board work, AICD courses very good
Make their expectations match reality, number one success factors - maturity and wisdom both from life and work experiences. Must have strong business experience

What other advice would you give women who would like to become board directors?

Don't start seeking Board appointments when your executive career is still only half pursued - experience is still highly valued on Boards.
Actively secure and maintain networks, political and in business
Always do your homework on the company and the people involved before accepting a role
Ask why they want to? The ASX-type companies seem to specify diversity, but usually, regardless of gender, they want people with experience they can relate
Be aware of legal liabilities issues
Be patient- good board positions do not come up every day. Be sure this is what you want. Remember there are risks associated with being on a board and being a director is not something you should take on lightly. Do the AICD company directors course as a first step.
Believe in your own capabilities
Business experience across a range of disciplines, Get outstanding reputation
Conduct own due diligence before joining a board
Demonstrate an ability to give thoughtful and frank advice
Don't be shy, be confident
Don't leave an interesting career prematurely

• Don't tell people you "want to be a director" Just concentrate on developing your expertise/profile/contacts/reputation and keep your eye out for opportunities Mentors are good but no-one will promote your cause better than yourself and no-one will promote you just to be nice, you will have to convince the mentor that you are a good candidate first. Be friendly and pleasant and interested in other people. Be well groomed and dress well (clean polished shoes, clean polished hair, nice not cheap perfume a few really good bits of real jewellery no dangly earrings etc avoid florals but use colour

Experience is important, need to have direct management experience
Gain good experience in other fields. Have good business relations
Get qualified, keep trying
Get on a board so they can build relevant skills. Be in the space where other board members interact and work
It is a very competitive market place so don't give up if you believe you are well qualified
It is difficult
It is not as great as you think
Make sure you are well regarded, good understanding of business
Make sure you have done the basic groundwork. You do not become a director overnight
Make yourself known that you want to be a board member
Network, Network leverage individuals who are in a position to introduce them – find an appropriate mentor who is a company director who has the power to influence – target the appropriate companies – don’t be hung up on being female – being female is not a reason why you should be entitled to be on a board (ie % mix is not an issue to me it is expertise, communication skills and specific skills required on a board that is important
Networking is important
Never stop learning, believe in themselves
She did a fellowship in ethics through the St James Ethics Centre and has communications skills - skills areas not common on boards
Stay motivated and confident
There is a group of company directors and Chairmen who meet - O'Connell St Group
Think about it clearly (be careful what you wish for it might come true). It is time consuming and a large responsibility. It may not be what you were really looking for or expecting. Remember you are not taking an executive position. You need to understand the business of the company well.
Try and join a charitable / philanthropic organisation for experience first
Understand the risks and appreciate a directors role is not for the faint hearted
Understand the role of a board member, let people know you are interested, get on a not for profit board. Be a team player
Work for a long time, be good at what you do, build a successful career
Don't go too early in your career, there is no hurry. Build a career to CEO level first if possible

Qualifications

The things that stand out are the high level of qualifications of women on boards and that AICD qualifications are held by one third of respondents.

LlM Hons. (International Business Law), L mus A., FAICD
B Agric Sc, MBA
B Agric Sc, PHD, Fellow of Academy of Tech Sc
B Bus. Securities Institute series
B COM Hons FAICD
B Com, LLB, MAICD, Barristers Practice Certificate
B Comm FCA FAICD
B Ec Chartered accountant
B Ec FCA
B Ec, Chartered Acc, MBA, MAICD
B Sc (Honours) & MBA (Harvard Business School) . 20 years experience in business, primarily in marketing and general management roles for financial services and consumer product companies in Australia and overseas
B Sc MBA
B Sc MBA FTCL
B Sc plus graduate training in key areas
B. Sc (Hons), Dip Ed
BA Coms, MA Coms, Dip Speech Drama, Dip Advert, Fairfax fellow (St James Ethics Centre)
BA Hons, LLB
BA LLB (Sydney
BA (Soc Sc)
BA, Dip Ed, FAICD
B Sc, PhD, FAICD
B Sc, various awards - community and industry, started own business grew large enough to be considered serious by companies with external boards
Dip Fin Planning, Cert Fin Planning
LLB and FAICD
M LLAM, Master Environment studies, BSC, AGR
MA (Psych), MBA
MAICD
MAICD
MBA Harvard, MA Chinese studies, BA History
MBBS, M Commerce, FAICD
PMB Harvard, Exec Marketing course Columbia University
Yr 12

Women on Boards

� WOB Pty Ltd (ABN: 25 119 154 933)
Privacy Statement
Disclaimer
Terms & Conditions
Contact

Subscription

Contact

Events

Mentoring

Resume

Search

Acknowledgements

Objectives

Methodology

Executive summary

Overall conclusions and recommendations

Analysis of current board membership

Survey of board chairmen & company secretaries

Survey of female board members

Analysis of current board membership

Basis of the data in this section

Boards by State

‘Top 500’ public companies with women on boards (337 companies)

Board vacancies expected in 2004

Analysis of current board membership

Board vacancies expected in 2004

Board positions held by men/women

Number of board positions held by male/female of 375 companies & associations.

Public companies with women board members by 2003 financial results

Number of public companies with women on boards by profit 2003

Analysis of current board membership

Public companies & rural boards with women on the board by number employed

Public companies with women on boards by ASX list date (368)

Analysis of current board membership

Public companies & rural boards with women on boards by state (392)

Public companies & rural boards with women on boards by the size of the board (375)

Analysis of current board membership

Public companies & rural boards with women on boards by industry breakdown

Survey of board chairmen & company secretaries

What is the process for identifying prospective board members

Who decides the names put forward to shareholders

How important are the following criteria when deciding on new board members.

How long before the AGM are potential board members identified

Approximately how often do board vacancies arise from retirement or resignation of existing directors?

What is the maximum number of board members possible under your company rules? And how many do you have on your board now?

If your board is not at 100% of possible members do you consider additional appointments from time to time?

Has the company currently or previously had one or more women board members?

What is the likelihood of appointing a women director/s in the next few years?

Historically have you experienced any of the following issues with board members generally

What would a woman with appropriate qualifications and skills need to do to be considered for your board

What advice would you give women who would like to become board directors?

Survey of women board members

What is the process for identifying prospective board members for companies that you are a board member of?

How did you gain the board appointment?

What do you suggest women who are aspiring board members do to be competitive for board appointments?

What other advice would you give women who would like to become board directors?

Qualifications