Thinking About Thinking

From what I can tell, in nearly every Volition portfolio company, the CEO is more optimistic than the CFO – and usually by a wide margin.  Certainly, part of this structure is by design.  But in reality, you just don’t find a lot of optimistic CFOs to hire, and a conservative CEO probably doesn’t inspire investment.  So, there is some self selection far before we get involved. 

But, there is a natural and necessary tension that exists when the CEO and CFO, with completely different risk orientations, have to report to a single board of directors. 

• What if the CFO thinks the CEO is being way too optimistic on the budget?
• What if the CEO thinks the CFO isn’t selling enough to get investors interested?
• What if the Board is holding the CFO accountable for spending, but the CEO is pushing hard on the accelerator?
• What if the CFO disagrees with the CEO in front of the Board, is that considered disloyal and a career limiting move?
• What if the CFO drags down the energy inside the company by always focusing on the downside? 
• What if the CEO’s financing plan presumes everything is going to go right, when the CFO doesn’t think that will take place?

These types of questions and dynamics take place in many of the companies we’re involved with.  There aren’t easy answers, but there are some principles involved to help make things work. 

1.  There has to be mutual respect between the CEO and CFO. 

Young companies need optimistic CEOs.  Every young company will have its dark days when you wonder if things will work.  Every young company has to believe it can defy the odds, and build something great from nothing.  Employees who work at young companies trade off cash compensation for equity – they only do this if they believe their equity is worth something.  Someone needs to inspire them with the vision of the company – with the upside.  In fact, in many ways, the optimism of the CEO for a young company is the spirit of the company.  It’s absolutely necessary.  You never do great things if you don’t believe you are great.   

Good businesses need conservative CFOs.  Optimism doesn’t meet payroll.  Optimism doesn’t make the financial covenants on debt.  Weak balance sheets aren’t made up by optimism.  Every company has a downside scenario, and someone needs to think about it to prevent it from happening.  Someone needs to point out the warts, so they can be fixed.  If great ideas don’t translate into numbers, then it’s a great idea that doesn’t work.  A CFOs conservatism is critical to a success of the business.  Good CEO/CFO combinations appreciate the different perspectives that are brought to the table.  Not only do they appreciate it, they insist on it.

2.  The CEO needs to support the CFO having a direct and structured line to the Board. 

It’s presumed that the CEO has a direct and regular line to the Board.  But, that does not negate the need for CFOs to have a structured channel to the Board.  Why?  The CFO has a unique and personal fiduciary obligation to the shareholders.  The CFO uniquely reports to the CEO and to the Board.  I often think of the CFO as the “CEO of the finances” – and to execute that responsibility, board access is necessary – and expected by the Board.  For some CEOs, they are comfortable with the CFO talking with the Board on an as-needed basis.  Certain CEOs find this threatening.  If that’s the case, a structured email or call, on a predetermined interval, is appropriate.  I often receive an email directly from the CFOs of my companies after the month-end to report financials.  This should be used to raise any issues worth noting.  The structure of it should give the CEO confidence that the CFO is not lurking behind his/her back talking to the Board, which is counterproductive.

3.  The CFO needs to be loyal to the CEO. 

Loyalty doesn’t mean agreement.  Loyalty doesn’t mean blindly following every course – e.g. a loyal friend doesn’t let their friend drive their car 100 mph off a cliff.  Loyalty, in this case, simply means openness and honesty in all circumstances.  Loyalty means always trying to make the company and the CEO successful. 

The dynamic between a CEO and CFO is a delicate balance between people often with very different DNA.  It’s a necessary balance that if managed well is often the basis for very successful companies.  I’d appreciate other ideas on how others have made this work as it’s clearly an art, not a science.