Who Trained Your Board?

The sentence I have repeated the most this month is this “your board will be as good as whomever trained them, which was possibly no one.” I’ve said that nine times, thus far, and it’s only the 13^th.

Your Board will only be as good as whomever trained them, which actually may have been no one. The vast majority of Board members I have come across in my 25+ years in this field, including earlier in my career some of my own, have not been formally trained to their role.

Untrained Board members will do what they think is right, which may or may not be aligned with anything anyone else is doing, may or may not be aligned with the strategic plan of the agency and may not, in fact, be right.

Whose fault is that? It’s ours. Executive leaders are responsible for ensuring good Board process. Sure, it’s up to actual Board members to follow that process, but it’s our jobs to make sure it’s there to be followed.

We have a horrible history in this field of following the baptism by fire training model. It’s how I was trained. It’s likely how you were trained. It’s a bad model. Here’s the truth:

If you are frustrated that

• your Board is not doing their job
• they keep overstepping into your job
• you keep having to overstep into their job
• your board president is micromanaging
• your board is not raising money
• your board glazes because they do not understand the financials

It may be because they don’t understand what their job is- BECAUSE NO ONE HAS TRAINED THEM. If you want your board members to know what their job is, it’s your obligation to train them.

Just so we’re crystal clear, when I say trained, I don’t mean give an orientation on your agency (though props to you if you do that). I don’t mean handing new Board members a packet. Let me say once and for all: there is no such thing as training by Board packet. That’s not training. That’s reading. It’s not nothing, but it’s not enough.

I recommend you offer an actual Board training, annually or more often if you can get away with it, that outlines:

• Board Role and Responsibilities
• Duties under the Law
• An overview of the intent of by-laws (called Code of Regulations in Ohio) and the specifics of yours
• Officer Roles and the Executive’s Role
• Committees structure, charts of work, goals and expectations
• Conflicts of Interests
• Board Governance Models
• Basic Rules of Roberts Rules of Order (if that’s the model you follow, and it is for most agencies)
• Meeting Structure
• Governance Modes and Generative Governance Techniques

What do you have here? An opportunity! Float the idea. Ask about what your Board is interested.  What would they like to learn?  Make sure you offer options.

Here are some for your and their consideration:

• Art of the Ask
• Board Process – agendas setting, committees,  strategy, structure, engagement
• Basic Board responsibilities- fiduciary and legal
• Board vs Staff roles
• Best Practices of Effective Boards
• Mission relevant information

In the absence of Board training, executives are sometimes, either by choice or by vacuum, put in the position of fulfilling roles that are not their roles to fill. If you are doing their job, they are not. That also means you are not doing your job. Just because it needs to be done does not mean it needs to be done by you. Train your Board to fulfill their role, and then let them. If they aren’t doing what you want, it may be because you’re doing it. Stop.

It’s almost 2018, and as I mentioned in 8 things to stop doing in 2017, “the work of the Board gets done by committees. If you do not have committees, I encourage you to work to introduce them. Please click over to read Board Work via Board Committees.

In the absence of committees or even in the presence of them, you may still be doing their job. The easiest way to tell if you are is to consider who speaks the most at Board meetings. If it’s you, there’s your answer.

If they don’t do it and you do, you’ll keep doing it. You have to give it back.

How? By saying to each committee chair “I just learned that the Chairs of each committee should be leading the committee meetings and giving the committee reports at Board meetings. Would you be willing to do so? I’m happy to sit with you prior to the meeting and go over the report and help brainstorm the answers to expected questions.” “Oh, you don’t want to or won’t be there?”

Yes I know this is where you step into the breach. Resist.

“Ok, who should we ask to report instead?”

You can set committee chairs up to succeed. You can call and ask them to set a committee meeting. You can even suggest times, date and write the agenda. You can send out the invitations. You can prep them to chair the meeting. You can whisper in their ear during the meeting and even type up the minutes afterward. But you can’t lead the committee meeting or report out on it at the board meeting.

If you have tried and failed to give back the work of the committee to its Chair, you then can go to the Board Chair and/or the other Officers and ask for advice. Like this “Committee X hasn’t been meeting and /or seems to be having a hard time achieving their goals. Would you mind checking in with them and nudging them along?” “Oh, you have and nothing has changed? How would you like to handle that?”

While it is your Board to help develop, it’s not your Board to run or to manage. It’s not your committee and it’s not your meeting. It’s a Board meeting. The Board members should be talking; you should be there to listen, answer questions, present your report, make recommendations and offer support and guidance. You should not be the person in the room talking the most. If you are, they are not. We want them to lead. That may mean you have to let them.

Set your Board members up to succeed and they will help you lead your agency to heights you can’t even imagine today. Your agency will be stronger for it. As an added bonus, you’ll be less frustrated.”

Executives get a lot done by sheer willpower. Strong executives coupled with strong Boards, can lead our agencies to places no leader can get alone. Together, we can be unstoppable and because of the strength of our nonprofits, our communities can be stronger.

How have you trained your Board?  Board members, how were you trained? How has either improved your agency? As always, I welcome your insight, feedback and experience. Please share your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats

Creating Board Buy-In

I have found myself uttering this statement more than a few times in the last month: “If you include your team- board or staff- in the direction setting process, they will be more willing and likely to execute the strategies needed to accomplish the goal.” The only way to get buy in on a plan is to create it and the only way to create it is to involve people in the process, and then continue to engage them in the execution.

I know dozens of nonprofit CEOs, maybe hundreds. Each and every one of them gets up every day to do what they believe is best for their organization. Yet, they don’t always build the buy-in to accomplish the goals. Then they get frustrated because the board doesn’t participate. Or the board gets frustrated because they believe their time is not being valued or their input is not being sought. Or the staff gets frustrated because they’re being instructed on what to do without being told why, or sometimes how.

Why is this happening so consistently in our sector? Because many of our leaders have been trained on a premise that is inaccurate. The premise is that it is the CEO’s role to set the strategic direction and everyone else will fall in line. That is just not the case. It may be the case in the for profit field and because our field reflects so much of that field it gets very confusing. In the nonprofit field, one of the 5 roles of the Board is to set the Mission, Vision and Strategic Direction of an agency. That is not a role that can be farmed out to the Executive Director.

Here is some evidence of the faulty premise based on actual statements I have heard people say over the last 10 years, paraphrased and possibly softened or hardened over time and repetition. (I could go back further, but why?)

I Don’t Want to Bother Them

“My board is busy.” “My board is powerful” “They don’t have time for this.” All of which may be true. That is probably what attracted them to you and you to them, but they have the job. They have been appointed to govern your agency. This is governance.

I Don’t Trust Them

“This is my agency; it’s my baby.” “They may choose to go a different direction than the direction I want to go.”

One of the hardest pills to swallow for founders and executives who didn’t come up through our field is this one, very large, point: We are professional nonprofit leaders working for a Board that may not be as well versed in nonprofit law, the issue our agency exists to impact or Board process.

That Board has collectively been appointed to govern our agency. They speak with one voice and with that voice can fire us, the agency’s leader, change the agency’s mission and do whole lot of other things, some of which has the potential to be damaging, and not only to us.

It’s why building and training the board is so important. It’s why professional development for you and your team is so valuable. It’s why setting a strategy that everyone has bought into is critical.

Without each, there is the very real potential for chaos.

Why is my Board not more involved?

“Why don’t the committees meet?” “What are they not helping me raise money?” “I don’t have time have to stop what I’m doing to help them do it.” “Shouldn’t they already know this stuff?”

You’ve heard me say it before: You will be subject to whomever trained your board members before they came to you, which may be no one. If you want your Board to speak with one voice, to understand their role and the expectations of that role, to understand your role, and the responsibilities within each, you will have to train them.

Board work is primarily done by committees. Executive Directors support, which sometimes means encourages the Board to adopt, a committee structure. Once they have, you will then have to support them in fulfilling their expanded role AND- this a big and – go back to doing your job and stop doing theirs. (This is much harder that it sounds!) For more information on how to do that, please click here to see the last point in this post.

Creating Board buy in is the difference between a plan that gets written by you in your office or in a room in which everyone is proud to be. It’s the difference between the final product sitting on a shelf or getting executed. It’s the difference between your agency moving forward or spinning in circles. Build the buy-in. Create the plan. Move your mission forward!

What have you done to build Board buy-in? What are some faulty premises that you’ve seen? As always, I welcome your insight, feedback and experience. Please offer your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats.

Is This Your Board, Too?

I talk all the time about the need for a strategic plan. How strategic plans align the work of an organization. How without one, people are working on a variety of things that may or may not be aligned, or worse are at cross purposes. How executives get evaluated based on the plan’s execution. Finally, one of my girlfriends said: “I wish I could get them to plan! What am I supposed to do if my Board Chair hates strategic planning?”

There it is! I have long known, and not liked, that there are some Chairs who hate planning, and worse – some (entire) boards who just want to be told what to do. Despite the executive’s best efforts to the contrary, it’s where they are. The exec may have tried (in vain) to introduce improved board process, to guide and support a committee to develop the board, to train up, to motivate and to encourage a planning process. Yet, the Chair and possibly the full board are having none of it.

A strategic planning process is when “the board, staff, and select constituents decide the future direction of an organization and allocate resources, including people, to ensure that target goals are reached. Having a board-approved, staff-involved strategic plan that includes effective measurements and the allocation of resources aligns the organization, provides direction to all levels of staff and board, and defines the path for the future of the organization. It also allows leadership, both board and staff, to reject divergent paths that will not lead to the organization’s intended destination.” (Innovative Leadership Workbook for Nonprofit Executives)

In the absence of a plan, execs spend their days putting out fires, but not necessarily moving their organization forward. Forward towards what you – and they – maybe thinking? What would forward even look like to a group of people who haven’t set a direction?

One of the roles of a board is to Set the Mission, Vision and Strategic Direction of an agency. To the boards out there that hate planning -and I’ve served on, worked for and with several of you – if you decline to fulfill your strategy setting responsibilities, your exec will only be able to maintain the status quo. There will be no growth. There will be no more impact than there is today. Your agency will be stagnant. It may even go backwards since many funders consider the strategic plan as part of their grant allocation decisions.

Leadership abhors a vacuum, and stagnant is not stimulating so it is likely at some point that your exec will tire of maintaining the status quo and will elect, instead, the not ideal option of setting the strategy of the organization herself. For the execs: If you have a Chair who hates planning, please remember the Chair is just one (powerful) person. The Board is a group of people that moves with one voice. I’m not suggesting you flat out defy your Chair, but I am suggesting you lobby other board members to build consensus that a strategic plan is needed. I also encourage you to remember that Officers generally only serve for a set period of time. While “waiting it out” is not an ideal strategy, it is a strategy and all things – good and bad – come to an end eventually. If you get the opportunity while you are waiting, I encourage you to begin to work with the nominating committee to seek a new chair that has an affinity for strategy.

If you have to set strategy on your own, do it in the most transparent manner you possibly can. Ask for permission, feedback, and in-put. Ask for a vote. Include the plan in every report you write and take every opportunity you have to continue to create buy in. Feed your plan into the work the committees are doing. If you have no committees, ask that a committee be set up to work on the Board portions of the plan and then recommend a Committee Chair who understands planning or at least can be coached toward understanding. Remind, remind, remind. We all know that execs that get too far in front of their boards tend to get fired; bring your Board along with you, even if they don’t want to be on that particular journey.

There also is the option of looking for a new leadership position. Any day really could be the day you quit or get fired. You may outgrow your board. You may outgrow your position. It may be time for bigger and better. If it is, leave well. Document everything you can, plan out as much as possible, make sure your agency can thrive in your absence or at least continue on that path it’s on.

The measure of a good leader is what happens once that leader is gone.

What have you done with Boards that won’t plan? What do you suggest? As always, I welcome your insight, feedback and experience. Please offer your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats.

Board Meetings: Privileged to be in the Room

Stanford Social Innovation Review (SSIR), which if you are not familiar is generally included among the best publications in our field, recently invited me (and others) to the Better Board Governance webinar with the words: “Many—and some leaders believe most—nonprofit boards are ineffective.”

Many boards are ineffective! It’s true, and when SSIR says it, it gives each of us permission to say it, and hopefully to fix it. It’s one of my personal and professional goals to make this less of the case.

I work with a lot of boards and my goal is always that each and every board member feels privileged to be in the room. Now that’s a pretty high bar, but board members work hard, for several years, for free. It’s our job to make it worthwhile for them.

“We engaged board members initially by talking to them about our organization’s mission, the impact it makes in our communities and our vision for changing our corner of the world. They joined our boards in order to help us do those things – and then we never talked with them ever again about any of it. Ever. Again.

We talk with board members about money, what we spent and why we need more of it; we talk with them about fund raising and why they need to do more of it; we talk with them about the problems we’re having and what we need from them to fix it.

We don’t talk with them nearly enough about what they want, about why they joined our board, and what they hoped to get out of their service.” Not Fund Raising? Not Engaged.

Board members join our boards to help us move forward our missions. We need to spend far more time at board meetings talking about our missions, our clients and how our programs are impacting their lives.

That, of course, means we have to spend less time talking about other things. Or we need to have longer meetings. I’m not opposed to longer meetings. I believe that we each need to put in the time it takes to get the job done. That said, there are a few ways to ways to make sure the things discussed at meetings should be discussed at meetings. Here’s a few ways to make that happen:

The first, easiest and most effective way to have shorter meetings is to have a robust committee structure. Most of the work of the board gets done in committee. Committees make recommendations to the full board, as necessary. Outside of such recommendations, which other than the finance committee should be periodic and not monthly, committees fulfill their chart of work, which is usually outlined in the by-laws and aligned with the appropriate goal in the strategic plan. For more information about committees, please see Board Work via Board Committees.

Board meetings cannot be allowed to become committee meetings. If they are tottering in that direction, the chair needs to send the issue back to committee and invite interested board members to attend the next committee meeting.

Consent agendas are another great way to reduce time spent on some things to allow time for other things, but ONLY – and I really mean only – if your board is reading the things they are voting upon. “When you consider if a consent agenda is right for your board, consider the board members who most often attend. Do they typically read materials in advance or in the room? If they read them in advance, consent agendas can allow more time for robust generative discussions. If they read them in the room, they may not have time to read all the materials and may be voting on things about which they are not entirely clear. If that is the case, consent agendas can create issues of liability for your agency.” Decision are Made by Those who Show Up

The idea is that a consent agenda includes items that the board should see but doesn’t need to discuss; it is expected to be approved in full, but it doesn’t have to be. Any board member can question any item included in the consent agenda, which will then open up the item for discussion. Consent agendas can include the minutes from the past meeting, any committee report that does not need a board vote, and any other materials. Financial reports should not be included in the consent agenda but instead should be presented and voted upon at each meeting.

Hopefully, we have redirected enough time, with one or both of the ideas mentioned, to allow you to introduce mission moments, information about things happening in the world that will impact the clients you serve or your organization and generative and strategic discussions. If not, please do consider making your meetings longer. I think your board members will agree that longer, more effective meetings are preferable to shorter, less effective meetings.

It would be great if you could start meetings by talking about the mission, introduce ideas about strategy in the middle and end with generative conversations. Remember, generative conversation don’t always have answers. “To be or not to be” was probably the first generative question to be posed. Just because there are no answers doesn’t mean it won’t be a fascinating discussion.

Here are some questions to get you started:

Is offering this program the best way to meet our mission?

Should philanthropists only give to the cause they believe in or should they address the largest needs in our community? What, if anything, is their obligation?

What is the government’s role in addressing poverty? What is the community’s role?

Since I started with SSIR, I’ll end with our other venerable institution, the Chronicle of Philanthropy, which last week in their generative article “Foundations Must Rethink Their Ideas of Strategic Giving and Accountability” asked the questions:

“What are our responsibilities as institutions with a growing public role?

How can we add clarity and context to transparency?

What is our real responsibility for showing Impact? How much can or should we control?

How can we improve our working relationship with citizens and demonstrate respect?”

What are some generative conversations you’ve had? What’s been your experience in moving toward generative governance? As always, I welcome your insight, feedback and experience. Please share your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats.

Board Leadership: The Time it Really Takes

I have just finished playing only the most recent version of the game “Dani, I don’t have time for this.” For those of you to whom this game may be new, please read the post I’m a Volunteer.

Over my career, I have played this game with a never ending cast of characters, some of them my own board members, some my clients, some my friends, some my fellow board members. Serving on a board takes time, possibly more time than you may have to give. That’s the job.

The job of a board member is a serious job. It may have the added benefit of looking cool on your resume and impressing your colleagues or your boss. It may feel good to be in a leadership position in an organization that is moving forward an issue about which you’re passionate. Still, and please make no mistake about this: it’s a job. Like all jobs, especially ones that are important, it takes time; sometimes significant time.

Board members are collectively responsible for governing an organization.

That includes hiring, supporting and evaluating an executive director who has probably (hopefully) spent years preparing for the position. That means that you – whatever your background – is a part of the group that is collectively managing a position you’ve likely never held, or even seen up close. She will need help and if you are on the board, that means you will need to figure out her job, your job and where the lines go between the two. Hopefully, you will be oriented and annually trained in your role, but it’s possible you won’t. You will need to meet with her periodically, help her grow professionally, introduce her into your circle of influence and work with whatever group that will be leading her evaluation and setting her goals. It takes time to support and evaluate sometime and once you add in hiring, especially if you hire right – it’s time. Lots of time.

Governance also includes setting the strategic vision for your organization. That means you, as a member of the board, are sitting in a room somewhere thinking about the values of your organization and how those values will be infused throughout your policies, systems and programs. It means you are reviewing/revising your mission statement and setting a vision for the future. Once you have set the vision, you will then need to set goals and strategies to meet that vision. Please include measurements, timelines and assignments. Otherwise, you’ve just spent a lot of time creating a wish list.

Strategic planning should happen again whenever you meet the goals you set the last time, usually every three to five years. If your board has three years terms renewable once, you will probably participate in at least one strategic planning session, which will take…..yup, you guessed it ….time.

Boards are also responsible for acting as the fiduciary responsible agent, which includes being good stewards of the community’s resources as well as insuring programs align with the mission and are impactful. That means you have understand the financials and the budget as well as the programs, the number of people served within those programs and how your programs make their lives better.

In addition, boards are responsible for setting policy, including those that govern the finances, staff, and board.  Finally, they are responsible for securing the agency’s resources, which often includes personally giving a financial gift as well as occasionally setting up and attending friend and fund raising meetings with individuals, corporations or foundations.

The time commitment doesn’t end with governance, there should also be expectations for board members of the agency you serve. I recommend agencies expect board members to attend 75% of board meetings, serve on at least one committee, attend agency events, especially special events, represent the agency in the community, uphold its policies, give a gift and solicit others for gifts.

When you recruit new board members, or others recruit you to serve on a board, it is important to discuss the time commitment. I implore you to not present it as an hour a month. It is never an hour a month. It doesn’t even average to an hour a month. It is three to five hours a month: 1.5 hours at the board meeting, 1.5 hours at a committee meeting, 2 hours working with the committee or the CEO to accomplish the work of the committee and that could go up significantly should there be something of consequence to discuss or address.

People will meet the expectation we set. If we set an expectation of an hour a month, we will be frustrated that our boards are ineffective and our board members will be frustrated that they cannot move our organizations forward. More importantly, we will fail.

Board leadership, as outlined in The Role of the Board, is governance. And as we all know from my favorite board book, Governance as Leadership, governance necessitates leadership.

Changing the world takes time, emotional fortitude and a commitment to be better than we are. Strong boards beget strong organizations. Because of that, and because of the enormous needs in our communities, I want boards to be better. I want the agencies they govern to be stronger and the execs they hire to be qualified to lead the staff and the community to implement the change we need.

If you don’t have the time to do the job right, I implore you to find another way to serve the mission of your organization. We have a world to change and our work is too important.

What’s been your experience with the time it takes to serve on a board? Were you told an hour a month when you were invited to serve? Are you playing the “I don’t have time” game? As always, I welcome your insight, feedback and experience. Please offer your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats.

Board Disengagement in Four Scenes

I received a call from a old friend who served on the board of a very prominent organization. This is the story she told me. I share it with you (with permission) to illustrate both how important it is to institute and follow good process and how easy it is to disengage good board members.

Scene 1: The Invitation

The call came inviting my friend to serve on a very high profile board. She was a little surprised yet also very excited. She asked about expectations; she asked about commitment; she asked about orientation. She received what she considered to be reasonable answers, and was told that a lunch to answer all her questions would be set. She said yes.

The lunch was never set. She was voted on the Board. The orientation was never held. She attended a retreat that set committee goals for the year.

Scene 2:  Year 1, Chairmanship

My friend was asked to serve as a committee chair and began immediately working to build a committee and meet the goals from the retreat. Every suggestion she made was shot down by the executive director. Every recommendation the committee made, with the executive director in the room, was challenged – and sometimes later changed – by the executive director. My friend, who talked to the executive director every time it happened, got to the point that she realized she was spending significant political capital, and consistently alienating the executive director, who had also been a friend, to accomplish something that no one else wanted. She finished her one year term as chair and gave up the role.

She thought the executive director was so happy to have her out of the role that it never occurred to him to ask why. It’s possible the remainder of the executive committee felt the same way; they didn’t ask either.

Scene 3: Year 2, Gamesmanship

My friend continued to attend board meetings, missing only one or two, yet every suggestion she made in the room, usually based on best practices in the field, was challenged by members of the executive committee. The suggestions she offered were later introduced by other committees as their own work.

My friend felt alienated and disillusioned, and while she loved the organization, she didn’t love her experience in governing it.

Scene 4: Year 3, Disengagement

The next retreat was set and a board survey was sent out. She was honest with her concerns and her experience. She shared that she was troubled that the board didn’t have a strategic plan and hadn’t set any goals for the executive director. She shared that it felt like the organization was governed by a select few and the rest of the board were just in the room. She voiced her concerns within the bounds of the survey questions.

The retreat agenda came out; it didn’t reflect any of the issues she raised. My friend described it as a meeting to set strategies for a goal that did not exist, or at a minimum had not been communicated.

She continued to attend board meetings and participate marginally. A few months before her term expired she sent a note thanking the executive committee for the opportunity and asking to not be considered for a 2^nd term.

She may be one of the few board members in the history of this high profile organization, with its high profile board, who declined a second term.

No one asked why.

The Scenes that Didn’t Happen

My friend didn’t share her frustrations outside of her conversations with the executive director when she was a committee chair and inside the boardroom. She did share her suggestions within the boardroom but (possibly inaccurately) felt from the responses she got to her ideas that there would be nothing to gain from sharing her frustrations.

The executive director, with whom she did meet occasionally, never asked her how she was enjoying her term.  There was no conversation about her goals for service and if those goals had been met.

The board chair never called to check in. Neither did the board development chair.  There was no assessment of her service or to gauge her opinion of board process.

The Lessons for the Rest of Us:

Board disengagement happens while good, dedicated, people are focused on other things. It’s rarely intentional, and quite detrimental. It’s what stands in the way of our boards, and therefore our agencies, fulfilling our missions, which would be more easily accomplished if everyone was on point, on the team and moving the organization forward.

There are a few ways to avoid it.

Talk to your board members – the ones you serve with or serve! Check in with each of them individually to see how they are enjoying their experience. If they have goals, find out if you are meeting them?  If they’re frustrated, find out if there are things you can do to address their issues? Find out if there are opportunities to improve board process.

Information is information. Ask the questions. Get the answers. Once you have the information you can decide what to do with it. It’s what we do with the information presented to us that separates the good leaders from the great!

Have you served on a board where you felt marginalized and ineffective? What did you do? What would you have told my friend? As always, I welcome your insight, feedback and experience. Please offer your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats.

How Many Board Members Meeting How Often?

The two questions I get asked on a regular basis are “What is the right number of board members?” and “How often should our board meet?” The answer to both is the same: whatever it takes. You should have the number of board members you need who meet as often as necessary to get the job done.

While, it’s true, I appreciate that it’s not that helpful.  When I serve as an Exec, my preference is a board of 24 members who meet monthly. I also like a range of board members to be included in the by-laws; 18-30 is my favorite. For me, it allows the access I need and the number I need to move the agency forward, but doesn’t hold us back if we have an excellent prospect and a full slate. I have primarily run smallish to mid-size social service agencies with budgets from $250k-1.5M, with 3-5 board committees, some which had 1-3 sub-committees that allowed non board members to participate. I can see why it’s a lot for board members and also execs…yet, the goal is to meet as often as you need to get the job done.  All of our jobs as leaders is to do what’s best for our agencies.

There has been some movement in recent years toward boards meeting less often with committee meetings in between. Some boards meet every other month. Some boards (mine obviously) meet monthly and their committees do as well. Some boards meet quarterly.

I’m not a big fan of quarterly board meetings. They usually require a powerful executive committee to meet in between, which I believe alienates other board members. Powerful executive committees, who have the authority to act in lieu of the full board, take the majority vote and make it minority rule. Let me demonstrate: 24 board members with an executive committee of 4 officers and 5 committee chairs need a majority of that group, the executive committee, to make decisions. That means that 5 people, in effect 20% of your board, are making the decisions.  If you don’t have committee chairs on the executive committee, and many agencies don’t, you are down to 3 people deciding for the board, just over 10%.

Meeting quarterly may also serve to ensure your board members aren’t plugged in enough. They miss one meeting; they miss six months of information. Finally, I am not convinced quarterly meetings are often enough to maintain fiduciary responsibility. Three months later may be too late to get your arms around a budget issue or a program problem.

Still, as I stated at the beginning, only you can decide what the best model is for your organization. I offer some questions for you as you consider the right number of meetings:

Do you have enough time to complete the work of the board?

Are your meetings so rushed that generative and strategic discussions don’t happen, even when included on the agenda?

Do your board members feel confident they know what is happening?

Is the meeting schedule your board follows forcing, either by choice or need, your executive to do the work of the board?

Is your executive missing opportunities because she cannot get board approval?

Is your current schedule an effective model for your organization or merely convenient for its members?

The question of Board size is also all over the map. Some agencies have very large boards, which in and of itself becomes problem to manage; fifty board members is a lot to track, communicate with and engage. Alternatively, some boards are very small and govern enormous agencies with multiple programs operating in a variety of locations. This can lend itself to the executive overstepping her role.

Again, only you can decide what the best model is for your organization.  I offer some questions as you consider the right number of members:

Is the number of members forcing, either by choice or need, your executive to do the work of the board?

Do you have committees of one and, if so, are they effective?

Are there committees you cannot introduce or board work you cannot accomplish because of lack of members?

Do your members feel so overwhelmed that it is driving disengagement?

Do you have a formal board development plan to attract, train, evaluate, recognize and renew board members?

Is your current number of members an effective model for your organization?

How many and how often may very well lead to all the other pieces of board development and board engagement. They’re great questions and great place to start.

How have you decided the answers? How many board members do you have and how often do they meet? As always, I welcome your insight, feedback and experience. Please share your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats.

Board Work via Board Committees

Appointed or elected community leaders govern an organization. As outlined in my favorite Board book Governance as Leadership  and summarized in The Role of the Board, the Fiduciary Mode is where governance begins for all boards and ends for too many.  I encourage you to also explore the Strategic and Generative Modes of Governance, which will greatly improve your Board’s engagement, and also their enjoyment.

At a minimum, governance includes:

• Setting the Mission, Vision and Strategic Plan
• Hiring, Supporting and Evaluating the Executive Director
• Acting as the Fiduciary Responsible Agent
• Raising Money and
• Setting Policy

Committees are how the work of the Board gets done. Committees are critical to a well-functioning Board. In the absence of committees, Board meetings become de facto committee meetings which leads to long, meandering Board meetings that tend to disengage Board members. Board disengagement means less effective Boards that govern less effective agencies. Strong Boards beget strong organizations.

Introducing or enhancing your committee structure can be the difference between getting by and getting ahead. It solidifies and aligns the work, which ensures such work get accomplished.

The committees, their structure and definitions will be outlined in your organization’s by-laws, which in Ohio are called Code of Regulations. The by-laws will also dictate if committee chairs and committee members must be Board members. I recommend that the chairs be board members but that committee membership not be limited to only Board members. Committee work is a great way to build the bench of a Board, see how someone works and if they are a good fit for a future board position. Most organizations have a requirement that Board members serve on at least one committee.

Committee members are responsible to the full Board for the research, work, framing of the issues and recommendation in their assigned area.  There are a minimum of three committees I recommend as “must haves,” which are Board Development, Resource Development, and Finance Committee.

There is often also some version of an Executive Committee and there may be other committees as well. Let’s review each.

Executive Committee

The Executive Committee is usually the four Officers (President, Vice-President, Treasurer and Secretary of the Board) or the Officers plus the Committee Chairs.  Less often, Executive Committees have members at large.

Executive Committees can sometimes make decisions in lieu of the full board. This will be clearly stated in the by-laws. I generally recommend Boards only use this option in the case of emergencies. In fact, other than in emergency situations when I think they’re critical, I generally recommend against the Executive Committee meeting on a regular basis.

Powerful Executive Committees tend to disengage the remaining board members. It allows the few to operate without the whole. Anything that contributes to board member disengagement works against the agency’s success and should be avoided.

Finance Committee

The Finance Committee, chaired by Treasurer, works with the appropriate staff in examining the financial reports, understanding and monitoring the financial condition of the organization and preparing the annual budget. The Treasurer presents the monthly financial statements to the Board at each board meeting. This committee also selects an audit firm each year and reviews the audit plan, audit and 990, which should be signed by the Treasurer prior to submission.

As it is sometimes considered a conflict that the committee that monitors the books also manages the auditor selection, it is considered a best practice to have a separate audit committee.  If this is not feasible for your organization and as auditing firms are independent of the agency, this conflict can be mitigated by bidding out your audit and changing your auditor every few years.

Resource Development Committee

The Resource Development Committee works with the CEO, the senior development staff, if there is one, and the Board of Directors in developing strategies to identify and secure needed resources and funding to support the organization. The Committee is responsible for creating and executing a plan to raise money. The full Board is responsible for introducing their network to the organization, attending events, financially supporting the organization and encouraging others to do as well.

Board Development Committee

The Board Development Committee is concerned with identification of new Board members and the development of the future leadership of the Board. The Board Development Committee helps develop an effective Board through its two main functions:

Board Building:  A diverse board of directors (thought, skill, race, faith, ability, orientation, age, and gender) that is passionate about the mission of the organization is created through a Board Building process.

Board Education:  Board members will fully understand and effectively fulfill their commitments to the Board of Directors when a comprehensive orientation, continuing education, annual evaluation and recognition process is in place.

With the exception of a functioning Executive Committee, the Board Development Committee is usually the most powerful committee of the Board.  It is often the only committee that you can’t just volunteer for but must be invited to join and is the only committee I recommend be made up entirely of board members.

Other Committees

Some Boards also have program committee, human resource committees and a variety of other committees.

The Program Committee is responsible for the program side of the Board’s fiduciary responsibility. They focus on how the programs tie to the organization’s mission, what they impact, how that impact is measured and the number of people who are served in those programs.

The Human Resource Committee is responsible for the development and recommendation of the personnel and other relevant policies, the creation of a salary adjustment plan and the framework for the CEOs evaluation and succession.

A Word of Caution

I recommend caution when creating committees to do the work of staff. It gets very confusing as to who is responsible for what and responsible to whom. If Board members are acting in staff roles, the Executive Director retains the authority for decision making. If the Board members are operating within the scope of their roles, the Board has the authority for decision making. Conversations had in advance can help you avoid role confusion and the overstepping of boundaries.

Do you agree with my three “must have” committees?  What else do you recommend? What is your experience with committee work? As always, I welcome your insight, feedback and experience. Please share your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats.

Boards without Staff

We (being me) talk a lot on this blog about the difference between staff roles and Board roles. Let’s talk today about Boards without staff. Obviously, Boards without staff have to manage all the roles, but how?

The Board President acts as the Executive Director; the Treasurer or Chair of the Finance Committee acts as the bookkeeping staff and so on. Boards without staff tend to be smaller organizations yet …it’s a lot of work!

As mentioned in the Role of the Board, “The Board is responsible for governance, which includes setting the Mission, Vision and Strategic Plan; Hiring, Supporting and Evaluating the CEO; acting as the Fiduciary Responsible Agent, setting Policy and Raising Money.  Everything (Yes, I really mean everything) else is done in concert with the CEO or by the CEO.” When you have no CEO, everything else is also done by the board.

You may be wondering, what, exactly, is everything else?  Everything else is all the components of the CEO’s role and other staff roles too. For more information about that role for a paid leader, please see the Role of the Nonprofit CEO.  A board with no staff takes on some subset of those roles based on their needs, and their capacity. For our purposes, we’re going to review the big buckets.

Marketing and Public Relations

In the absence of a CEO, the Board Chair is the face of the organization. “That means that everything you do, whether at work, at the store or elsewhere – both good and bad – will reflect on the organization.” This counts for other board members too.

The Board is responsible for coming up with a plan to communicate the work of the agency to the community. Donors are much less likely to support you if they don’t understand you, your programming and your impact on the community.

In the absence of staff, this role is usually managed by the Chair of the Marketing Committee.

Resource Development

“The CEO is the chief fund raiser, the chief cheerleader, and the leader in building a culture of philanthropy.”  In all cases, but especially in the case of organizations without paid staff, resource development is a group effort, with everyone giving, and everyone moving toward the goal of a sustainable organization.

The Resource Development Committee is responsible for coming up with a plan to raise funds to support the agency. This plan should include a variety of options including but not limited to special events; grants and individual giving, including board giving, should also be included.

In the absence of staff, this role is usually managed by the Chair of the Resource Development Committee, which also may be called fund raising.

Program Implementation, Management and Evaluation

The Board, in addition to setting the values, mission and vision, in the absence of staff, is also tasked with implementing, managing and evaluating any programming being offered. If it is a direct service agency, that means they are providing the service. If it is a grant making organization, that means they are reviewing and recommending to their peers a set of funding recommendations. It also means they are assessing the impact of the programming and communicating that impact to their donors.

Whatever the agency and whatever the service, in the absence of staff, the board performs all duties, unless they are also managing a corps of volunteers.  This role is usually managed by the Chair of the Program Committee, which may also manage the volunteer program.

Volunteer Management

“Managing a volunteer program takes time. Volunteers should be interviewed and screened, including appropriate criminal background checks and reference checks specific to the role they will be performing. Once selected, they must be trained. Volunteers need to be matched to work that supports their interest and the organization’s needs, then scheduled and assigned work, which must then be supervised.”

Policy, Plans and System Development

Regardless of the agency and the staffing that may or may not be in place, all agencies need some type of infrastructure. This may include a background check policy, financial policy or program policies. It may include resource development, board development or marketing plans. At a minimum it will include a Code of Regulations, the appropriate filing of taxes and other necessary permits and forms.

This role is usually managed by the Executive Committee.

Financial Accounting

In the absence of staff, the financials are usually managed by the Treasurer.  However, allowing one person to manage and control the money in a nonprofit is never a good plan. As such, it is imperative that all agencies, and especially small agencies, build in a system of checks and balances to ensure the proper stewarding of the community’s resources.

Board Development

Board development “is the intentional process by which the board is perpetuated, evaluated, and educated; it has two parts:

Board Building: A diverse board of directors (thought, skill, race, faith, ability, orientation, age, and gender) that is passionate about the mission of the organization is created through a board building process. That process includes an assessment of the current board and needed skill sets, identification of prospective members, and recruitment and nomination of new board members.

Board Education: Board members will fully understand and can effectively fulfill their commitments to the board of directors when a comprehensive orientation, continuing education, and annual evaluation process is in place.

This role is usually stewarded by the Board Development committee, which may also be called Governance, Nominating, or Administrative.”

Serving on a board without staff is a different experience than serving on a board with staff. What’s your experience serving on such a board?  As always, I welcome your insight, feedback and experience. Please share your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats.

Generative Governance

“Governance as Leadership,” by Richard P. Chait, William P. Ryan and Barbara E. Taylor, introduced a new paradigm for nonprofit boards. This paradigm is focused on three modes of governance with the third, the generative mode, quickly becoming the new model of choice to improve board process, board outcomes and board member engagement.

Those modes are as follows:

“Type 1- The fiduciary mode, where boards are concerned primarily with the stewardship of tangible assets.

Type 2- the strategic mode, where boards create a strategic partnership with management.

Type 3- the generative mode, where boards provide a less recognized but critical source of leadership for the organization.”

The fiduciary mode is where most boards function. It covers four of the five basic roles of board governance: setting policy, hiring the executive, raising money and acting as the fiduciary responsible agent. This is where the business of the board gets done. It’s not sexy, it may not even be fun, but it is critical.

The strategic mode includes the fifth role: setting the mission, vision and strategic direction for the organization. This is the role that decides or revises why the agency exists, where it’s going and how it’s going to get there. It’s a little sexier, and a lot more fun!

The governance mode is, or could be, the more fascinating piece in Board leadership. Most Board members serve to move forward the mission which is reflective of their passion. Yet, most Board meetings are focused on business not mission. Chait et al offers a way to make sure all board members are vested, engaged and participating in the work of the board AND the mission of the agency.

It’s not enough to suggest a new idea; we also have to show people how to implement that idea. Chait, Ryan and Taylor do just that and offer the following:

“Techniques for Generative Boards

• Silent Starts- Set aside 2 minutes for each trustee to anonymously write on an index card the most important question relevant to the issue at hand.
• One Minute Memos- At the end of discussions give each member 2-3 minutes to write down any thoughts or questions that were not expressed.
• Future Perfect History- In breakout groups develop a narrative that explains in future perfect tense how the organization moved from its current state to an envisioned state.
• Counter Points- Randomly designate 2-3 trustees to make the powerful counter arguments to initial recommendations.
• Role Play- Ask a subset of the Board to assume the perspective of different constituent groups likely to be affected by the decision at hand.
• Breakouts- Small groups counter group think and ask: Do we have the right questions? What values are at stake? How else might this issue be framed?
• Simulations – Trustees can simulate some decisions – not to second guess- but to provoke discussion about the tradeoffs that management faces.
• Surveys – The board can administer a survey anonymously prior to the discussion of a major issue. For instance: What should be atop the Boards agenda next year? What are we overlooking at the peril of our organization?”

If you’ve never been to a board meeting that operates in the generative mode, you are missing out! Some of my clients have split their agenda into three parts, one for each mode. Some have added strategic and generative questions at the end of each session. Some have extended the length of their meetings because their board was so interested in exploring the generative and strategic modes!

I’ve said it before: fiduciary is the price of admission to good governance, but it’s not enough; strategic and generative leadership is what engages Board members and moves the needle for change in our communities. Isn’t that why we serve?

How have you introduced generative governance? As always, I welcome your insight, feedback and experience. If you have other ideas or suggestions for blog topics, please share. A rising tide raises all boats.