After retiring from Ernst & Young in 2003, Douglas Johnson joined the board of Aflac Incorporated. Recognizing the need to understand the board governance landscape, Johnson returned to Harvard Business School (HBS) for Executive Education nearly 50 years after earning his MBA. In this interview, he discusses how attending the Audit Committees in a New Era of Governance (AC) and Compensation Committees (CC) programs influenced his approach to board leadership, and why he's recommended the programs to colleagues as well.
Why did you decide to attend the programs?
When I joined Aflac's board, the Sarbanes-Oxley Act had just passed in Congress, and it was expected to have a big influence on audit committees. I knew I needed to learn more about how the Act would affect our board, and to hear how other boards were planning to navigate the requirements. All of the top business schools offered a governance program, but none devoted as much time to audit committees as HBS's program. I am also biased in favor of the case method. I think that’s the best way to teach almost anything, but certainly this type of learning, because it allows participants to interact directly with smart people who have diverse backgrounds.
I was on the audit committee for a number of years and then, sometime around 2011, I also joined the compensation committee. I knew HBS had a compensation committee program, so I applied to that one and brought the rest of my committee with me. I became chairman of our audit committee about five years ago, and I decided that I wanted to improve onboarding for new members. Since then, I have returned to HBS to attend AC two more times, in 2015 and 2017, to continue strengthening my skills and help develop new committee members and directors.
Do you think this program can benefit both new board directors and also those experienced in board stewardship?
Yes, because I don't think there's anything better than listening to other people's views about the things they do. At HBS, participants experience that in two ways. First, the professors have real-world knowledge because many of them have served and continue to serve on boards. Second, there's the perspective of the attendees, who also have a lot to offer. Each time I attend, the discussions are very different—even discussions around cases I’m already familiar with. This is a great way to learn. I think that anybody, whether or not they have prior experience on a board or an audit committee, would benefit from this program simply because the cases reflect situations we all deal with.
Are there any insights from the program that have stayed with you over the years?
One insight that resonates with me is to do the right thing at the right time. In the cases that I've studied, the people involved may not have reacted fast enough or effectively enough to what they saw happening. So one thing that has always stuck with me is to think independently—to react to things instead of hoping that they will just go away.
Has this program helped to create a smoother onboarding process for your new directors?
I think it has. Both of the directors I brought to HBS rave about the program. They think it's the best thing they've ever done. They're both smart people, and I'm sure they would have adapted well without attending, but both of them think their two days in AC were the best part of the whole onboarding process. The exact return on investment is hard to calculate—but when you compare the cost to the potential value, it's a no-brainer. The investment is minuscule compared to other costs in our company.
What do you enjoy most about being on campus?
HBS has a great campus. The classrooms and other facilities are world-class. This makes it easy to interact with other participants and faculty, and enhances the whole educational experience. I think it's very important to be on campus, and I always enjoy going back.