More and more CIOs are taking on outside corporate board assignments than ever before. In the past the primary qualifications for an executive joining an outside board were a close business relationship and friendship with the CEO, the ability to direct significant business to the company - and the prestige associated with this role. Nowadays, with the predominance of corporate board members in their late 50s and 60s who are not particularly savvy in understanding technology issues, and knowing that companies can't function without technology, CIOs are becoming more prevalent in the composition of these boards. Regulatory issues and technology's strategic importance to the bottom line are also factors in the influx of CIOs to corporate boards. The company thus benefits from the CIO's expertise and business acumen and the CIO can benefit for a number of reasons including:
- Increases the visibility of the CIO's company by broadening its brand across a varied network of executives.
- Increases the visibility of the CIO by expanding the circle of potential advisors, provides insight into the ways other companies work - learning how they handle problems and applying this to their own company when situations arise - and giving the CIO credibility in the corporate world.
- Establishes relationships with board members and upper management which can expand the CIO's business network and lead to other corporate board appointments.
- Sitting on an external corporate board can be a key to advancing the CIO's career.
The actual process of marketing oneself for a seat at the Board of Directors' table can vary depending on industry experience and visibility. The bulk of board seats are filled by seasoned, high-visibility executives; and predominantly by invitation. These types of executives can also let the corporate world know of their intentions of joining a board by working with an existing network of executive search firms who specialize in board services. CIOs and lower-visibility executives who are not well connected with search firms can start out by looking at board assignments or even in advisory roles with small to mid-size companies and IT consulting firms as a way to eventually segue into board positions with larger companies. The smaller companies generally welcome the technology experience a CIO can provide, while at larger companies, even though CIOs are being considered more and more for board positions, the CEOs at these companies still tend to have a prevailing view that technologists are less likely to impress outsiders and are less of a contributor in the strategic part
of their businesses - unless the CIO (or a former CIO) has used technology to greatly impact a company's bottom line.
Search firms that specialize in board services can streamline the process for their client because they have the resources and knowledge to learn about the company culture, can help to formulate and execute the board composition and succession, and find the right slate of candidates through their established search process which in turn creates an independent board to primarily serve the shareholder's interests. Search firms are also cognizant of the fact that limits are now in place on non-CEO board members (for the most part five exclusive of their own company's board) thus they are more carefully qualifying board candidates on the basis of industry and functional expertise; opening the door wider for a varied board composition, including CIOs.
Before considering a Board of Director position, the level of commitment to the role should be fully understood and appreciated beforehand. Not only is there potential travel commitment on a quarterly basis throughout the year, but as governance processes have increased due to public disclosure acts such as SOX, the amount of preparation for board meetings (especially for members of audit and compensation committees) has dramatically increased and the fact that board members can be held personally liable for their actions must be taken into consideration too. The CIO must inform their CEO of any board involvement to avoid any issues of non-disclosure - and be wary of any conflicts of interest as boards are being held to higher standards.
Having a seat on an external board can be a key to advancing a CIO's career and increases their visibility and status within the corporate world. Asking advice from their own board can be helpful in the process and the CIO who imparts knowledge across all areas of expertise during service to the board, and participates in board committees outside their regular scope of business acumen is looked upon favorably and increases their chances for re-election to the seat.
The following is a sampling of high-profile CIOs and some of the outside boards they currently serve (outside board company in parentheses):
- Gregor Bailar - EVP/CIO - Capital One Financial (Endurance Specialty Holdings)
- Michael Baresich - EVP/Global CIO - The CIT Group (CoKinetic Systems Corporation)
- Rahul Merchant - EVP/CIO - Fannie Mae (GCI, Inc.)
- Ralph Szygenda - Group VP/CIO - General Motors Corporation (Handleman Company)
- Stephen Yates - EVP/CIO - KeyCorp (Applied Industrial Technologies)
- Joseph Antonellis - Vice Chairman - State Street Corp. (Boston Financial Data Services Inc.)
- David Ching - SVP/CIO - Safeway (TJX Companies and Petco)