Problem:
You are a board member of a large company that manufactures and distributes aftermarket automobile parts. The board consists of six members. You are number two in seniority and the CEO is NOT on the board. The CEO has been a strong leader and an effective manager for over five years but lately the organization's performance has fallen off and you will now have two consecutive years in the red. The CEO is highly regarded by the subordinates, but it is clear to you as a member of the board that many changes and adjustments have to be made. The serving CEO appears to be entrenched in approaching current challenges and opportunities with tried and true approaches.
The current CEO is internally focused, tradition based and conservative. He has shown some overly cautious actions with respect to entering new markets and expanding the company's product line. The organization has little in the way of external investment activities and the CEO came close to dismissing the Deputy to the vice president for finance for an investment decision he felt was both risky and radical. He has consistently promoted managers from within and has a poor relationship with the VP for HR. There have been some long term problems with the quality level of one major product line (wheels) and the CEO has moved very slowly to correct it. Finally, he recently rejected the introduction of an enterprise architecture platform that was recommended by a major consulting firm.
What should you do and what should the board do? How should you do it?