Governance Bites

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Join Mark Banicevich on Governance Bites as he talks with Steven Bowman, a governance expert with 45 years in the CEO and board space. They unpack the fundamental differences between a CEO and a Managing Director (MD). The core distinction is that an MD is both a manager and a voting director of the board. Steven shares the criteria for adopting the MD title, such as having a board vote or shares in the company. Crucially, they discuss how boards navigate the potential blurring between governance and management, often employing mechanisms like board only sessions (in camera) and external mentors. Discover the real meaning behind the titles and the best governance advice: be curious about everything.
Steven Bowman is founder of Conscious Governance, a global, independent advisory service specialising in strategic planning, board governance, leadership, and risk management consulting for Boards, CEOs, and directors. The firm provides resources and guidance to organisations across virtually all sectors, including health, education, government, faith, disability, and housing.
The governance model promoted by Conscious Governance is defined as running an organisation with conscious awareness. This approach moves beyond 19th-century systems focused on policy and conformance, prioritising conscious leadership to steer the organisation toward a defined vision and align day-to-day management with organisational strategies. Conscious Board leadership is vital for improving both financial and social results. Core services include Board governance evaluations, risk management strategies, and leadership development, such as CEO performance management. Conscious Governance has reported completing over 500 successful strategic plan facilitations and serving more than 4200 clients.
#CEO, #ManagingDirector, #Governance, #BoardOfDirectors, #ExecutiveRoles, #CorporateGovernance, #Leadership, #Management, #FamilyBusiness, #FinanceSector, #BoardOnlySessions, #InCamera, #Mentoring, #GovernanceBites, #ConsciousGovernance

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In this episode, Mark Banicevich interviews Dr Richard Carson on the leadership lessons gained from advising three state governors—and how they translate into today’s corporate boardrooms. They explore the culture shocks public leaders face when moving into private governance, from shifting accountability to adapting to faster decision cycles. Dr Carson shares crisis management strategies, coalition-building insights, and ways boards can leverage public sector skills to manage risk and drive purpose beyond profit. Packed with real-world parallels and practical advice, this episode is essential listening for directors, executives, and anyone navigating the intersection of public service and corporate governance.
Richard H. Carson is a consultant, author, and academic researcher with a 40-year career focused on organisational change management. He is the CEO of Carson & Associates, a consultancy he established in 2017 to serve public-sector and non-profit organisations. The firm specialises in making organisations more performance efficient and cost-effective through services like strategic planning, human resources, and executive coaching.
Dr Carson’s has served as a senior policy analyst for three Oregon governors and held numerous public sector management roles. His doctorate research in organisational psychology at Washington State University resulted in his trademarked “People Sustained Organizational Change Management (PSOCM) model”, a comprehensive, three-phase, 10-step framework for managing workplace transformation.
Dr Carson authored “The Book of Change” (see https://www.bookofchange.com/ for a free PDF), a practical, step-by-step guide written for business and government executives, consultants, and students navigating organisational change. Dr Carson has also served on several boards, including the Oregon Development Network, the American Planning Association in Oregon and Washington, and Kit Carson Historic Museums.
#LeadershipLessons, #Governance, #BoardOfDirectors, #CorporateLeadership, #PublicToPrivate, #ExecutiveInsights, #BusinessStrategy, #CorporateCulture, #CrisisManagement, #StakeholderEngagement, #PublicSectorLeadership, #BoardroomInsights, #LeadershipTransition, #CorporateGovernance, #PurposeDrivenBusiness

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In this video, Joseph Catanzariti AM joins Mark Banicevich to unpack why the often-ignored “S” in ESG is fast becoming a strategic imperative for boards. From psychosocial risk and culture to stakeholder expectations, Joe explains how misunderstanding the social dimension can damage resilience, reputation, and long-term value. With real cases, practical indicators, and clear guidance on what boards should be asking for, this conversation reveals why directors must engage deeply with people, wellbeing, and organisational culture — not just policies. A must-watch for anyone serious about modern governance.
Joseph Catanzariti AM is a highly regarded governance expert, Strategic Adviser, Mediator, Arbitrator, and Investigator. He draws on over 40 years of practical legal experience and possesses extensive Board level experience across Australia and internationally. In 2016, Mr Catanzariti was awarded a Member in the Order of Australia AM for significant service to the law, to legal education, to labour and employment relations, and to professional legal bodies.
Mr. Catanzariti currently serves as the Chairman of The College of Law Australia (since 2008), a role accompanied by Board Member positions for institutions in the UK and New Zealand. During his tenure as a Director for the Law Council of Australia, his governance oversight included service as a Member of the Corporate Governance Committee and as a Member and Chair of the Audit and Risk Committee. Furthermore, he advises Boards and Companies on crucial matters such as risk management and psychosocial hazards. Before transitioning to advisory roles, he completed an 11-year term as Vice President of the Fair Work Commission.
#ESG, #SocialInESG, #CorporateGovernance, #BoardLeadership, #DirectorDuties, #GovernanceBites, #WorkplaceWellbeing, #PsychosocialRisks, #OrganisationalCulture, #BoardReporting, #PeopleAndCulture, #RiskManagement, #GovernanceExpertise, #LeadershipInsights, #DirectorEducation

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Uncover the hidden dynamics of corporate boards with Dr John Peebles, an expert with a PhD in governance and extensive experience as a director and executive search specialist. In this episode, Mark Banicevich talks with Dr Peebles about ""Power Cliques on Boards,"" revealing how informal groups control decision-making outside the boardroom.
Learn why boards are not seamless units, the shocking prevalence of passive acceptance of agendas, and why transparency and a good process are more important than diversity metrics. Discover the key questions every Chair should be asking and the best governance advice for new directors. Tune in for essential insights into the real power structures governing your business.
Dr. John Peebles is a highly experienced board director, governance consultant, and executive search advisor. In 2008, he was named one of the 50 most influential search consultants in the world by Business Week. His extensive board experience includes current roles as Chairman of Premier Lifestyle Villages Limited and past roles as a Director for The Broadcasting Corporation of New Zealand.
Dr. Peebles holds a Doctorate in Business and Administration from Massey University. His doctoral research focused on corporate governance, specifically investigating who determines the board's agenda in New Zealand's public companies. He found that directors often passively accept established agenda-setting systems, and his study suggests that competence and transparent boardroom processes are more critical to good governance than factors such as director independence, age, or gender.
#PowerCliques, #BoardAgenda, #CorporateGovernance, #BoardofDirectors, #BoardDynamics, #DirectorTips, #BusinessLeadership, #AgendaSetting, #GoodGovernance, #Transparency, #GovernanceBites, #Governance

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In this episode of Governance Bites, Mark Banicevich sits down with family governance expert Sandy Kimpton to discuss a crucial topic: what is true intergenerational success?
Discover why family governance is about more than just wealth management; it's about developing human capital and preserving your family’s legacy and values. Sandy explains the power of "operating with intentionality", providing practical steps to align family and business. Learn how a long-term family perspective differs from short-term business thinking  and why an independent voice on a family council is essential.
Website: https://kimptonandco.co/
Reference: Freakonomics episode #38, The Church of "Scionology", https://open.spotify.com/episode/1yKHPJ2mBeTqxMRIRYddb9
https://freakonomics.com/2011/08/the-church-of-scionology-yuengling-beer-gallery/
Succession can make or break a family legacy. In this episode of Governance Bites, Mark Banicevich sits down with expert Sandy Kimpton, who draws on 30 years of experience within family-owned enterprises.
They tackle the tough questions: What makes succession in family firms so different? When should you start planning? And how do you manage the tension between family expectations and business needs? 
Discover why clear communication is essential  and learn the one piece of advice that could save your business: “the family business is not the family nursery”.
#FamilyBusiness, #SuccessionPlanning, #Governance, #Leadership, #BusinessSuccession, #NextGeneration, #CorporateGovernance, #BoardOfDirectors, #FamilyLegacy, #BusinessStrategy, #Entrepreneurship, #GovernanceBites