Boardroom warning signs called out
Occupational psychologist Memory Nguwi listed urgent board warning signs — chairs making unilateral decisions, factionalism, CEO favoritism and exclusion from key discussions — and urged proactive exits if those issues persist. The checklist reads like a governance red‑flag index that nom/gov committees should note. (x.com)
Memory Nguwi is the managing consultant at Industrial Psychology Consultants and holds non‑executive board roles including Schweppes Zimbabwe and the Zimbabwe Revenue Authority. (zimra.co.zw) Nguwi expanded on board appointment criteria during a Jan 25, 2026 interview with Trevor (YouTube), where he discussed what candidates should probe before accepting a seat. (youtube.com) He also presented governance concerns at the Strategic Intelligence Forum 2025, urging boards to rethink composition and the behavioural norms that enable overreach. (theexecutivemagazine.co.zw) In a Jan 22, 2026 opinion piece titled “Board overreach: When governance gets twisted,” Nguwi called board overreach “one of the least understood but most damaging governance failures.” (fingaz.co.zw) Industry surveys show nom/gov committees often delay addressing underperforming directors: Spencer Stuart reported half of nom/gov chairs said their board handled underperformance by waiting for retirement or doing nothing, and one‑third of directors left within a year of a board retirement policy. (spencerstuart.com) Governance practice notes caution that any formal power for a chair to act unilaterally should be narrowly defined and used rarely, with immediate reporting to the full board; UK guidance on “chair’s action” frames it as an emergency measure that must be constrained. (nga.org.uk) Recent SEC‑era regulatory updates and guidance documents advise nom/gov committees to reassess selection, escalation, and removal processes because governance disclosures and investor scrutiny have materially increased since 2023–2024. (cov.com)
