By Debra Cope
As National Bank of Indianapolis zooms past its 32nd anniversary, its boardroom still reflects the community roots that inspired its founding — paired with continual adaptation to a changing banking landscape.“We started in December 1993,” says CEO Mark Bruin. “For many years Indianapolis essentially had three banks, and within a few years, all were acquired by out-of-state institutions. We needed a locally owned bank.”
This article is from the January-February 2025 edition of ABA Banking Journal Directors Briefing. Find out more.
The 11-member board balances what Bruin calls the “corporate side” — executives from larger companies — with an “entrepreneurial wing.” It skews younger and more professionally active than the typical bank board. “We want people in the business world who are dealing with current issues,” he said.
The board has been both “strategic and selective” in adding three directors in the last three years. When the bank sought technology expertise, it recruited a director with experience managing and financing healthcare companies. After Bruin’s predecessor passed away, the bank filled what he called a gap in core banking experience with a CPA partner and a former chair of a competing bank.
Chemistry matters as much as credentials. “We have more people interested in being on our board than we have spots,” Bruin says. “We’re selective, and we really demand that they be collegial. We value consensus-building — and when we have difficult issues, that it’s done in a respectful, professional way.”
Chairman Greg Maurer says that dynamic is anchored in a clear division of responsibilities and mutual trust at the top. “My partnership with Mark is built on trust, clarity, and candor,” Maurer says. “He runs the bank; we ensure he has the support, resources, and accountability to do that effectively. We challenge each other, but always constructively and always in the service of the bank’s long-term mission.”
Since inception, the bank has separated the chair and CEO roles. “We always felt like the chair of the board ought to be independent,” Bruin explains. “If you concentrate the two, do you lose some level of independence of the board?”
Maurer sees that structural independence as essential to strong governance. “Independence gives a board the freedom to ask hard questions,” he says. “Constructive conflict isn’t a problem; it’s a tool. It’s how you avoid blind spots and make sure the decisions we ultimately align on are the right ones.”
For new directors, the biggest challenge is often learning how banking differs from other industries. “A bank’s balance sheet is sort of opposite of most companies,” Bruin notes. “And then there’s the many different types of competitors that don’t have a bank branch across the street — PayPal is the example I always use.”
To accelerate onboarding, the bank encourages new directors to sit in on other committee meetings, meet senior leaders one-on-one, leverage American Bankers Association resources and attend conferences and webinars.
Faced with mounting time demands on directors, the board recently cut its meeting schedule in half. “We had 10 meetings a year forever,” Bruin says. “This year we’ve reduced that to five. If you talked about something 30 days ago, it’s easier to pick the conversation back up. At 90 days, context starts to fade.”
To make each session count, the board revamped its agenda format and raised expectations for preparation. “Our books were reaching 800-plus pages,” Bruin says. “We’re taking a more aggressive approach to pare that back.”
Engagement remains the constant. “We’re a very engaged, active, collegial board who wants to do right by shareholders, employees, and the community,” Bruin says. “If a prospective director doesn’t check those boxes, they’re not going to be a director. We would not settle.”
