Benefits of an advisory board The benefits of having an advisory board over board of directors may include the following: •
Distance control Multinational companies have local companies running their business in a particular foreign jurisdiction for lower costs e.g. tax, price of raw materials, and organizational benefits. However, giving authority to an outside group of directors in the local company may increase risks and instability of the multinational corporation. Since an advisory board can operate in a different location, with different cultural and business norms, in a different language, multinational companies may choose to have an advisory board instead of a localized board of directors in order to avoid loss of control. •
Accountability An advisory board can provide accountability to keep the organization on track, as staff are expected to report on progress. •
Preparation for board of directors Companies may choose to have an advisory board before they have a board of directors. The development of an effective board of directors requires a group of individuals with good chemistry and has the combination of appropriate skills to propel the business. Having an advisory board allows companies to assess the commitments and capabilities of each individual and observe the chemistry between them before appointing them to a board of directors. •
Higher efficiency A large board of directors may grow to an unmanageable size where organizational complexity and communication breakdown may occur, leading to ineffective and inefficient function of the board. A smaller advisory board, without the complexity of authority involved in a board of directors, may work more effectively compared to a board of directors that grows in size as the corporation grows. •
Formal advice The complexity and speed of enterprises often make it difficult to seek advice on any particular topic. Enterprises may also find building trust in any person or group to provide on-going and meaningful guidance difficult. An advisory board can then provide the degree of consistency, longevity and background knowledge as advisory board members provide reliable advice on particular issues. Advisory board members may receive compensation for committing to their positions. This gives incentives to advisory board members to provide quality advice and ensure that a request for assistance is taken formally. •
Less pressure on executives Executives can express partially defined or a tentative view to an advisory board since an advisory board's sole purpose is to provide advice. This allows them to “test-drive options” before they face the board of directors which demands definitive and assertive business decisions. The board of directors assesses the CEO and establishes his or her compensation. While an advisory board may induce change in the company for the benefits of the company, a board of directors inducing change in the company could suggest a lack of confidence in the senior management team. This imposes great pressure on senior executives and could become a barrier for senior executives to express their issues and seek advice from the board. Thus, an advisory board could be a 'safe harbor' for senior executives to seek advice and test business options. •
Directorial Input Directors and Assistant Directors are still required to bring any changes to policy or financial matters to the board for direction. No directors or assistant directors should make any changes without board approval. •
Focused input An enterprise may need advice on a particular aspect of its business (such as marketing, product direction, customer service or contact network expansion). While board of directors need to take into account all aspects and go through a series of administrative proceedings, e.g. formal approval and/or ratification, an advisory board can focus directly on a particular issue and give advice.
Drawbacks of an advisory board The drawbacks of having an advisory board instead of a board of directors may include the following: •
Less compensation An advisory board deals with a more narrow range of issues and meet less often than a board of directors. There is less commitment for advisory board members compared to directors on the board. This is reflected in the lower compensation advisory board members receive as compared to those on the board of directors. Nevertheless, the compensation for advisory board members depends on various factors, including return of investments, time, organization and cost. •
Fiduciary duty/liability issues A board of directors is exposed to a variety of legislated liabilities, fiduciary and other duties. Responsibilities include unpaid wages, unpaid taxes, environmental damage, etc. By subjecting directors to such liabilities and fiduciary, directors are forced to make decisions and establish policies in a way that minimizes risks. Whereas, an advisory board is not subjected to fiduciary duties or liabilities and therefore could influence the enterprise by providing risky advice. ==References==