In Board Performance, Governance, Uncategorized

Governance Tools

Over the next quarter I will share some lessons I have learned over the years about governance tools.

I don’t mean what the board composition should be, or the pros and cons of various models of governance that are available, or the changing requirements that boards have for disclosure. Those are important aspects and each deserve some attention.

What I do mean are the simple administrative tools that can make a board perform at a higher level. These are how to build an annual work plan, how to write a board policy and last but not least, how to prepare an agenda for a board meeting using the previous 2 tools.

How to build an annual work plan

Mary is the CEO of a mid sized NGO with a worthy cause. She has been working here for several years and was recruited by the previous Chair of the board. The current board are very experienced in the field and are generally supportive. The board meetings fill her with dread though. The current Chair does not seem to take ownership of any agenda items except for the financial results. This leaves her feeling like the mission is not being given the attention it deserves.  Of course the financials matter, but so does the output and mission of the organization as a whole.

Bob is the new and current Chair of the board of this organization. He was serving as a director under the previous Chair and supported Mary’s application for the role of CEO. He is also fully employed in his own professional duties elsewhere. Preparing for the board meetings is a bit of a chore and he secretly wishes Mary would simply do the work (she knows what the current issues and circumstances are!). He enjoys leading and facilitating the meetings and considers them to be meaningful, but the preparation is tiresome.

This is where an annual work plan will come in as a handy tool.

Very simply put it is a master document that identifies the key regular required items per meeting.

As a template it serves to take away the chance of missing an important approval or update for example. It lists those tasks the board must complete at a particular time of the year in order to meet its full range of responsibilities. Think of it as an internal control mechanism for the board’s work as governors, not the management’s internal controls.

And the real benefit comes from building it jointly between the Chair and the CEO.

Consider that the board knows it is responsible for attracting and selecting new directors, for onboarding and for assimilating. It may need to present a slate of candidates at the next AGM. Work backwards from that AGM, and bake in enough time in a series of meetings to get all the required steps done with good foresight, and the pressure is off. Now you can concentrate on the real issue which is of course, attracting those candidates in the time frame you have given yourselves. And it is an automatic item on each meeting; no chance of rushing the last few meetings or omitting any steps in the hiring process.

The same idea will be true for other board deliverables such as self assessment, or professional collective development, or selection of the next committee and board leadership

Governance polocy