Good governance doesn’t end at creating a Governance Committee of the board or even of establishing processes for governance such as policies and procedures, or even developing new committee structures.
Governance has only begun. It continues with a well formed and crafted agenda for all meetings both at the Board and, most especially, at the committee level.
Do you put casual thought into your agenda or do your spend time carefully constructing the flow and feel of the meeting?
I say, don’t take the agenda lightly. It can indeed work to shift a culture from management to governance just by mear fact of the topics, the order of the items, and those responsible for reporting.
Agenda’s need to be carefully crafted and constructed to produce concrete action items. Poorly devised agendas will cause meetings to go astray, tensions to rise, and governance to quickly turn to management.
How do you begin to structure your agenda? Well, think about what topics are important for this group to discuss and what is the best use of their time.
Here are some suggestions for your next meeting:
Hold reports and updates to the end of the meeting or even consider eliminating them entirely so; that meeting doesn’t get mired in the muck.
Prepare reflective materials with statistics and numbers relevant to more strategic discussions.
Think about the natural flow of the meeting and adjust items to reflect that flow.
Prepare and circulate meeting materials in advance of the meeting. The expectation is that one comes to a meeting fully ready to participate.
Put standing meeting items i.e. strategic plan report or a fund development calendar update on each and every agenda and keep them “low” on the agenda.
Or consider moving to a “consent agenda” where routine items that the board would approve with little comments are encompassed into one single agenda item i.e. things like board meeting minutes, financials, program reports, CEO reports, approvals of contracts, etc., etc., etc.
And, you need an effective chair of the Board,of the committee, or the task force who can work with staff to set the agenda, keep the group on the agenda, and ensure that the tenure of the meeting supports good governance. The role of the chair is to be a facilitator regarding the meeting and the agenda, and an enabler of governance. The chair must know and understand what good governance is to serve in that role.
Meetings are that essential to good governance. Just as reorganizing the board, or reengineering committee structures, good meetings with purposeful and thoughtful agendas can create the magic of good governance.
You can take all the other steps, but if you meeting falls apart when the gavel hits the table of what use has that all the rest been?
Good governance has only just begun!
P.S. – Are you looking for more resources on good governance? And, you want to be successful? Get started with my Non-Profit Governance E-Book that includes a collection of my best blog articles on that all important topic. Email me to request your copy. I will share with you all the best tips and resources for moving your board from managing to governing.
Ah, Board committees. Now, we get knee deeper into confusion. So, keeping the Board focused on governance is challenging work. Keeping the committees focused on governance seems at times almost impossible.
A few observations from the field.
Just like with Board of Directors, Board committee’s need position descriptions and expectations. Now, I won’t recommend specific committees because each organization is different, but the basics such as Finance and Governance Committees are essential.
Why a position description for the committee? Well, far too often, I have seen committees want to take over management types of activities. You know, they think governance is at the Board collective level, and therefore, they can focus on getting things done. Yes, to some extent, but with specific parameters in place. A committee also needs to be engaging in governance regarding examining trends and their implications.
Take, for instance, a Development Committee. Where does the line end between helping to establish a philanthropic goal, approving a fundraising plan, and then actually implementing the work and sometimes even circumventing staff efforts? Ah, yes, this does happen. And, it happens more than we like to think. Once you get down to the committee level, management seems to creep in. So, a powerful committee position description will help to create appropriate boundaries.
Now, I say, in the case of Fund Development, members as part of this committee work to engage their fellow Board members in the process of fund development. So, they may call upon a Board member to chair an event, or to help solicit funds, or to introduce the organization to a significant prospect. This fact does not mean that the manage the fundraising process. And, this is not to say that they manage staff. That is up to staff. But, even in all-volunteer organizations, when Board members must manage, governance comes first. Heck, you can establish a special event committee of the Board that works on event logistics with both Board and non-Board members. Governance rules.
Moreover, committees in no way, shape, or form make decisions for the Board. No, way. You see, the only people that make decisions for the Board is the Board collective. Committees can wrestle with tough strategic, governance issues, and make recommendations for actions at the Board meeting, but in now way does the Committee make a decision that is not vetted and voted by the Board as a whole. Again, clearly outlined position descriptions and expectations create parameters for appropriate behavior.
I know, I know, governance in small nonprofits. Again, governance discussions come first. Operational issues can be done by a task force or other such components. The Finance Committee in a large or small organization needs to look at economic trends in the overall community both locally and globally and make sound fiscal decisions. That does not mean that they get into the minutia. Yes, Board members do need to do management kinds of things in small non-profits, but they can also engage their membership or volunteers to assist in getting things done. So, while a nature organization needs to discuss trail maintenance and who is going to do it, they most importantly need to discuss which trails where, why, and how much is going to cost. What are the environmental impacts of a trail system, etc. They can always appeal to their membership or the general community to help clear brush.
So, again, clear, written, articulated in advance, position descriptions for the Board as a collective, individual Board members and the committees of the Board themselves are needed to create parameters and boundaries around keeping the Board focused on its significant role in governance.
I have been known to point out, “Would you see a Board committee of Pepsi-Cola engaging in supervising staff other than the CEO, or working in the factory bottling soda pop?” Even small, family-owned businesses, need to talk about things like, “there is a new competitor in town, what does that mean for us?” or “Our chocolate sales hit rock bottom, what is our cash flow over the next year?”
No, so what makes us in nonprofits think that we need to operate any differently? Just because we are “non-profit” doesn’t imply that our Boards of Directors should operate any differently. The difference being that for-profit Boards report to stockholders and our Boards report to stakeholders. And, yes, my friend, we can offer our Board compensation if we wanted to go that far.