What do you talk about at your board meetings?

Simone uncensored on good boards and governance.

Simone Joyaux has been described by colleagues as one of the nonprofit sector’s most thoughtful, inspirational and provocative leaders. And she is justly proud of that description. She sees herself as a change agent, an agitator. Whether it’s asking essential cage-rattling questions, or proposing novel approaches, or advocating for change… that’s Simone.

More from this author:

Wait! Don’t answer that yet. Instead, let’s start at the very beginning: what is the purpose of a board?

There’s only one answer to that question: the purpose of a board is to do governance, the process carried out by a group of people to ensure the health and effectiveness of an organisation.

It doesn’t matter what type or size of organisation. It doesn’t matter if you’re young, emerging, or highly sophisticated. The board does governance at its meetings. In fact, the only time that governance happens is when the board is together at its meetings. Together can be live, telephone, whatever local law allows.

The elements of governance are the process of ensuring the health and effectiveness of the organisation. Things such as: refining values, mission, vision and overall direction – and keeping to them. Others are defining the rules of governance, e.g. bylaws, policies, recruitment and election of board members, and the expectations of board members’ performance; hiring, appraising and setting compensation for the executive director.

You’ll find more about the role of the board here. As well as a due diligence plan that outlines how the board carries out its role at its meetings.

So what do you talk about at your board meetings?

Mostly you don’t listen to reports. You can read reports. Don’t waste time reviewing them unless it’s a precursor to an important conversation.

Instead, design board meetings for strategic conversation about important items. See how conversation is a core business practice on the right.

The board may talk about information provided by staff. And it’s up to the staff to put together the right information, to explain trends and their potential implications. One of my students at Saint Mary’s University of Minnesota said: ‘If we [the staff] don’t let them [board members] know what they are looking at, how can they ask the right questions to find the answers to challenges that the organisation is facing?’ Thanks, Simone (yes, her name is the same as mine) for that insightful remark. You remind us of the staff’s role.

Definitely, board members ask strategic questions, even cage-rattling questions. Board members probe to ensure that they are confident that the information is accurate, insightful, and useful.

Board meetings require intentional design and good facilitation

Board meetings should be a gathering of wise and experienced people who talk about important things. Sometimes the board makes decisions. Sometimes the board learns and explores through conversation, preparing to make decisions in the future.

Don’t follow Robert’s Rules of Order for agendas. Instead, design the agenda based on what is most important to your organisation at the time. Handle routine matters quickly. Put the most important items early on the agenda. Provide adequate background information in advance of the meeting so people come prepared.

Don’t talk about management stuff, even if you’re a small organisation. If you’re an all-volunteer organisation, don’t talk about management stuff at board meetings. It isn’t negotiable. You must talk about governance – do governance – at your board meetings. And if you distract yourselves with non-governance items at your governance meeting, that’s a mess.

Step back a moment

How does a board ensure that staff is telling the board everything that matters? How does a board ensure that staff isn’t hiding important matters?

Maybe you add ‘red flags’ and ‘rusty nails’ to the end of the agenda of each meeting. The board takes the time to ask staff if there is anything that might cause public embarrassment, threaten beneficiaries, programmes, or mission. Board members probe without suspicion or insult. Board members and staff together – especially the CEO – identify a series of strategic and challenging questions that can help anticipate and avoid red flags and rusty nails.

One final thought

Do not provide extra copies of materials at meetings. Expect – insist – that your board members come prepared, with their materials in hand. Board members should read the material in advance of the meeting, making notes, highlighting key items, whatever. Advance preparation – by staff and board members – is essential for effective meetings. If your board members went to a meeting at work without being prepared, what would happen? Hmmm…

How about these questions for agendas of periodic board meeting?

1.     How is our adaptive capacity?

2.     How are we foreseeing the unforeseeable?

3.     How effectively do we recognise and anticipate, prepare for and respond to different situations?

4.     How effectively do we anticipate unintended consequences?

5.     What might have once been inconceivable – but now seems that it might become inevitable?

6.     What is of concern and, if we don’t address it, can become alarming?


Click on image to download full document in PDF form. 

Board meetings can be live, by telephone, or whatever local laws allow.

Members of boards ask strategic, even cage-rattling, questions.

Do you need to add red flags to the end of the agenda for your meetings?

Rusty nails...

Love this article...especially the "rusty nails" and "red flags". Clever way of putting things!

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