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Home / Business

<i>Mark Thomas</i>: In business as in rugby Obey the rules or risk being yellow-carded

NZ Herald
17 Oct, 2010 04:30 PM5 mins to read

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Judicious enforcement keeps the game flowing. Photo / Greg Bowker

Judicious enforcement keeps the game flowing. Photo / Greg Bowker

Sport has a lot to teach us about the importance of knowing the laws of the game, and following them.

Not long ago, our All Blacks were labelled the "biggest cheats in world rugby". Our captain countered by asking who is squeaky clean, and even the NRL referees' boss was suspended over awarding a controversial try.

Isn't it a good thing that sporting rules are so high-profile?

It hammers home, to public and players alike, the importance of policies and why we have them - and that's just as true in the world of business as it is in the world of sport.

But where was that scrutiny with the recent corporate collapses around the globe?

Business needs equally firm rules about how the "game" should be played, and policies and standards to enable it to work effectively and guide how decisions should be made under uncertain circumstances.

The policies, which govern the way everyone should behave, perform just as vital a role within the business world as they do in sport - especially for larger corporates. The difference is that within sport, most people, and the public too,have a grasp of the policies.

But within business they tend to be more ephemeral.

Most people working in a business will know the content of one or two policies, but beyond that they will not have given much thought to their relevance in day-to-day business conduct.

But rules exist for a reason.

To return to the analogy of rugby football, the origins of the game lie in the Middle Ages, when unlimited numbers of players from neighbouring English communities would compete to get an inflated pig's bladder from one marker to another by any means possible.

It was known, with good reason, as "mob football".

The Aussies might whinge about flankers' antics, but in 1280 a Northumberland player was killed "as a result of running against an opposing player's dagger".

Of course, it's not for nothing that we refer to "the cut and thrust" of business either.

The game was so vicious that "foote balle" was banned - at least officially for the "common man" - for centuries. Even in 1871, when the Rugby Football Union was formed, the new organisation immediately banned the more violent aspects, including "hacking and tripping".

It also stated: "Those who play the rugby type game should meet to form a code of practice as various clubs play to rules which differ from others, which makes the game difficult to play".

It is, of course, equally important to play by the rules in business.

The implementation of an appropriate policy framework is a key requirement for good governance practice. Indeed, the Australian Standard AS8000-2003, i, states in section 3.2.3.1 that there are 10 duties a board member must discharge to perform diligently, including: "The board should ensure that policies on key issues are in place and are appropriate".

But while policies are the cornerstone of an organisation's control environment, it can be difficult to raise awareness of their importance.

The recent global financial crisis has shown that tight regulation of organisations and a prescriptive approach - particularly in the financial sector - have not been effective in the governance or management of risk.

Large corporates have failed, as have government and regulatory bodies. Hindsight suggests that poor governance, on the part of both government and the private sector, has resulted in the failure of some significant enterprises, the bailout of others and an economic meltdown.

Good practice increasingly favours the application of a "principles-based" approach to governance as reflected in the UK Corporate Governance Code of June this year, recently published by the Financial Reporting Council.

A principles-based approach to governance recognises that it is difficult, if not impossible, to take a prescriptive, rule-bound approach to the governance of organisations or industry sectors.

This approach is too inflexible, the business environments too complex, the range of outcomes too large and organisational circumstances so different that regulation cannot possibly prescribe the desired response to all potential outcomes.

For business, the implications arising from the history of rugby football are that you need policies - that is, rules and regulations - to run business.

Indeed, Scottish moral philosopher Adam Smith, the father of modern economics, recognised the need for some form of oversight to manage the self-regulating invisible hand of the market to best effect.

However, in true laissez faire tradition, the "less is more approach" means the number of policies should be kept to a minimum.

Policies reflect the intent of the board and are the mechanism by which it sets the boundaries for the business. They need to be underpinned by strong, clear and unambiguous corporate values. Because of the flexibility allowed by a principles-based approach, management and staff will often have to apply their judgment to decisions and this requires strong corporate values to guide those situations.

Policies are broad, brief, enduring, strategic documents. Compliance with them is achieved through the accompanying standards and supported by guidelines. While policy reflects intent, standards articulate what must be complied with and should have clear compliance metrics. Effectively, policies and standards are "the law", while guidelines describe "how" things should be done.

Typically, a large organisation would have about 20 policies. These must be complied with, compliance to them monitored by board and senior management, and breaches appropriately penalised.

In common with a good game of rugby, judicious use of the yellow and red cards has great power in managing a good outcome.

So too in business, it is important to recognise the spirit of the law, rather than the letter of the law and let the game flow to best effect.

Mark Thomas, FCIS is a member of Chartered Secretaries New Zealand Inc. This is an edited version of a column originally published by NZ Lawyer.

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