ABSTRACT
CEO succession is a critical and difficult task for company
leadership. Fortunately, it can be managed for productive results and
strong shareholder value. CEOs need to plan the process carefully; be
objective in their assessment of the company’s leadership needs; pay
attention to the rational, political, and emotional elements of the
process; craft a plan carefully for their transition; and be aware of
the power of communication.
INTRODUCTION
One of the most important responsibilities of any CEO is to manage a
successful succession process—to leave the company “in good shape and in
good hands.” However, CEOs are often unprepared for the difficulties of
succession: they only get to do it once, there are huge consequences,
and everyone is watching (Lucier, Spiegel, Schuyt, 2002; Challenger,
Gray, and Christmas, 2002). Furthermore, managing the succession process
isn’t like anything CEOs have done previously. It’s personal.
Given a choice, most CEOs would prefer to influence the timing of
their succession and the selection of their replacement. How it is
handled will determine how much influence the CEO has in the process
and, ultimately, how others view the CEO’s legacy long after he or she
is gone.
Working with CEOs on succession issues reveals some important
insights:
- First, for a number of reasons, including fear of
confronting their own mortality, CEOs rarely begin thinking
about succession as soon as they should.
- Second, CEOs must understand how their company context
will uniquely influence the way their succession unfolds.
- Third, CEOs should be prepared to manage the inevitable
rational, emotional, and political dynamics.
- Finally, succession isn’t finished until the transition to the new CEO is
completed.
Conducted properly, the succession process creates a smooth transition from one
CEO to the next with positive outcomes for both CEOs, the company, and all other
stakeholders. On the other hand, when succession processes run aground, they can
destroy the CEO’s legacy by creating dissension within the Board, initiating
destructive political behavior among candidates, disrupting the continuity of
strategic efforts, and leaving the organization crippled for years (Charan and
Useem, 2002). Although successions unfold quite differently depending on the
roles played by the Board, the existing CEO, and other stakeholders involved in
the process (Cheloha, 2000), lessons consultants have uncovered can help CEOs
direct the course of their own successions. First, we’ll explore the phases of
the succession process; then, we’ll look at the rational, emotional, and
political dynamics involved.
Phases of the CEO Succession Process
Few CEOs are well prepared to begin their succession processes, but at a
minimum, they should understand the steps in the process and the choices
associated with them. There are four general phases in CEO-led succession
processes: background assessment, engagement, search and selection, and
transition.
Background Assessment Phase
The first issue to address is timing, which is influenced by factors such as the
CEO’s age, the stability of the company, and the availability of a qualified
successor. Consideration of potential candiates may begin years before the
formal process starts, giving the CEO a better chance to shape the dynamics of
the process.
Next, the CEO needs to think about the criteria for choosing a successor. Rather
than strictly looking backwards at the candidates’ performances in current
positions, the company’s future strategy and related leadership needs should be
considered (Khurana, 2002; Wiersema, 1997). A rigorous process to evaluate
candidates helps CEOs to think more objectively about each person’s potential
and to prepare for later communications with the candidates and the Board (Sorcher
and Brant, 2002). The CEO should also think about the best way to engage the
senior team and the Board in the succession process (Cheloha, 2000). The CEO
needs to share information with the Board regarding the candidates, the
company’s status, and the most important selection criteria.
Engagement Phase
The engagement phase begins when the CEO indicates to the Board that the
succession process has begun and that the search for a successor is formally
under way. Communications should take the form of discussions and dialogues
rather than public announcements. The CEO and Board should discuss how the
process will unfold, which entails:
- Agreeing on the timing of succession
- Determining the roles of the CEO and the Board succession subcommittee
- Reviewing the selection criteria and the CEO’s assessment of internal candidates
- Deciding whether an external search is needed
- Considering the impact of succession on the senior team
- Planning for communications to important internal and external stakeholders
- Deciding the future role of the CEO in the company
Formally, the Board “owns” the succession decision, while the CEO manages the
succession process. In the most favorable situations, the process of engaging
with the Board only requires the CEO to perform appropriate planning and due
diligence. The Board and CEO act as equal partners before, during, and after the
transition process. When the situation is unfavorable, no amount of effort on
the part of the CEO may be enough to overcome the political dynamics of the
Board.
Search and Selection Phase
The search for candidates can range from a rubber stamp of an acknowledged
successor to an extensive search for external candidates. Decisions need to be
made about how public or private the search is, its scope, intensity, duration,
and whether or not to use search firms. If the successor isn’t known in advance,
it’s important to define the criteria that will be used to identify one. It’s
important to avoid two things: searching for a “corporate savior” and ignoring
evidence that a significant change in leadership direction is required (Khurana,
2002). Even with careful attention early on to defining the process, selection
can easily take on a life of its own, revealing the deeper concerns of the CEO
and Board as candidates are put forth and evaluated (Ocasio, 1994).
CEOs tend to be harsher on internal candidates because they have had the
opportunity to see them perform. In contrast, because external candidates
present themselves in the best possible light, CEOs need to beware of the halo
that often envelops them (Khurana, 2002). Especially when their companies are
not doing as well as they would hope, Boards and CEOs are likely to seek “a
corporate savior” rather than turning to more qualified internal candidates (Dearlove
and Crainer, 2002). If an external search is required, it should involve the
same rigorous assessment process as the one used for internal candidates. By
using the same objective process for assessing internal and external candidates,
the CEO is in a good position to recommend the best choice to the Board, other
members of the senior team, and other important stakeholders (Shen and Cannella,
2002). During this stage, communications between the CEO and directors become
more frequent.
Transition Phase
The period between the selection of the new CEO and the official transfer of
authority can be especially tricky. Individuals jockey for position with the new
CEO, the exiting CEO can experience the “lame duck” syndrome, and needed
organizational changes are often put on hold.
There are four requirements for a successful transition:
- Complete the official transfer of power from the departing CEO to the new CEO
- Create a connection between the new leader and employees
- Gain acceptance of the new CEO by key customers, shareholders, analysts, and other important stakeholders
- The departing CEO lets go and moves on
During this period when all eyes are on the new leader, each decision and
communication takes on heightened importance. In stable environments, the demand
to set a new course will not be as great as in situations where a turnaround is
expected, or new company ownership is involved. People will continue to watch
the behavior of the outgoing CEO as well, if he or she remains in the role of
chairman. Especially in cases where the successor comes from the outside, there
is a real possibility that the candidate will not live up to expectations and
the succession process will have to be repeated (Dearlove and Crainer, 2002).
One of the most important discussions CEOs can have with their Boards during
succession concerns their future role in the company. Many CEOs transition to
chairman before retiring completely in an effort to provide stability and help
the new CEO “find his or her feet” before they leave (Sussman, 2002). In
reality, the presence of the ex-CEO as chairman adds a dimension of political
complexity and challenge to the new CEO’s job that may outweigh the benefits of
continuity. In any event, the new CEO should be aware of the exiting CEO’s plans
before taking the job.
For a successful transition, the departing and new CEO need to agree on a plan
to manage the process (Vancil, 1987). This includes when key events will occur,
how conversations will take place with different stakeholders, what criteria the
departing CEO will use to decide when to step aside, and what each expects from
the other.
The timing and content of public announcements to employees, the media, industry
groups, community groups, and other stakeholders should be carefully planned.
Managing Rationality
CEOs must be able to present a solid rationale for their choices of successors
to internal and external stakeholders, including the Board. Demonstrated
rationality in the selection process helps to achieve this. First, a rational
succession process is one that begins a few years prior to succession.
Candidates should be assessed regularly and given feedback on what they need to
do to become better positioned (Cheloha, 1999). In some cases, the Board can be
engaged early on in discussing the criteria for the job, and stakeholders can be
consulted long before the issue becomes emotionally charged. In this way,
succession becomes less an event and more of a process that can be managed
professionally and rationally.
Next, identify the broadest pool of qualified candidates, both internal and
external.
Even when there seems to be an obvious choice, it’s important to perform due
diligence. Once candidates are identified, they should be assessed using a
process that provides multiple perspectives on their performance.
Managing Politics
Almost by definition, succession is a highly political, zero-sum game; there can
only be one winner. Various groups and individuals have vested interests in the
outcomes, and their interests are real: jobs, money, influence, power (Ocasio,
1994). The goal should be to shape politics to be constructive and supportive of
outcomes that are most beneficial to the future of the company. Processes that
engage groups, build widespread support for a vision of the future, create
positive coalitions where none existed before, and/or allow open expression of
important competing views can be immensely helpful. Several tactics can minimize
the impact of negative politics on the succession process:
§ The CEO should have one-on-one conversations with Board members and candidates
to assess their interests and concerns and put all issues on the table
for discussion.
§ The CEO should make the selection criteria explicit to reduce speculation by
candidates about how the decision will be made.
§ By moving through the process quickly and keeping the actual timing of the
transition confidential, the CEO can keep the senior team focused on
performance.
§ Finally, avoid a traditional horse race because it poisons working
relationships within the senior team.
Rationality and politics can create an explosive mix. Boards can become
fractured as different criteria are used to support individual preferences and
positions. Building a consensus among the Board requires time and effort. CEOs
should never assume that choices are obvious, no matter how clear the data.
Managing Emotions
Succession is often an emotional experience for both the departing CEO and the
candidates. CEOs need to manage their feelings and be sensitive to those of
others. Depending on why they are leaving, departing CEOs may feel joy, anger,
fear, pride, remorse, envy, impatience, rejection, affirmation, or a sense of
loss. So the first step
in managing these emotions, and their influence on the process, is to
acknowledge that they exist, are natural, and will affect the succession process
in unpredictable ways unless they are addressed (Sonnenfeld, 1988)
Emotions can cloud judgments, introduce bias, or evoke stereotypes. They can be
driven underground but only for so long and often with negative consequences.
As a CEO builds a viable transition plan, the shift in energy from hanging on to
moving on is very noticeable. Minor concerns about the process that have been
roadblocks to progress fall away and are replaced by the desire to move ahead
quickly. Once CEOs stop focusing on internal issues, they are more able to turn
their energy to the concerns of others, including the Board, the candidates, and
the senior team. The CEO needs to keep the ship on course throughout the
succession process. This means letting everyone know that it’s best to stay
focused on delivering results. Failing to manage
the company during succession will harm the CEO’s influence in the process and
reduce the attractiveness of internal candidates. Emotions continue after the
transition process and can make the beginning of the new CEO’s term difficult if
a transition plan is not agreed on in advance. Part of the transition plan
should include a process for the departing CEO to introduce the new CEO to the
Board and other constituencies.
Summary
Succession is one of the most important and most difficult tasks a company's
leadership will ever undertake. CEOs need to plan the process carefully; be
objective in their assessment of the company’s leadership needs; pay attention
to the rational, political, and emotional elements of the process; and carefully
craft a plan for their transition. Succession is a process that is fraught with
risks. However, CEOs who devote the same effort to managing it as they do to
managing their companies’ other top strategic priorities, help ensure that they
leave a positive—and lasting—legacy.
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