Several years ago I was the dinner speaker at a conference. As I told the audience, if you put ten consultants/governance gurus in a room you’ll get 50 or more answers to the question, “What are the keys to board success?” But this is my article, so here are mine:
In an earlier Perspectives I wrote about being a Learning Board. In this issue I’ll tackle Preparation. Look for the remaining keys to be addressed in future issues.
The Duty of Care, embedded in nonprofit corporation law, states that every board member must take the care that a reasonable person would take to make the best decisions possible for the future of the nonprofit on whose board they sit.
Preparation is essential to fulfilling one’s Duty of Care. You must do a lot of reading: staff and committee reports, proposals for future discussion and action, and any background materials relevant to agenda topics. It is important that this be active reading – reading with a pen in hand to note questions, highlight critical points or just jot down cues for the discussion.
Timing of this preparation is important as well. It isn’t nearly as effective if you do it at the last minute. Information needs time to perk in our brains. The background thinking we do all the time can produce surprising and very good new insights.
This leads directly to a critical element of preparation – you must receive the materials early enough to think about them. As a former nonprofit executive, this was one of my failings. With our meetings regularly held on Tuesdays, my goal was to send everything out on Thursday.
I didn’t want to send board packets much earlier because it would be too easy to forget about them. And, while sending them later would allow including last-minute information, one day is not enough time for board members to do their job well. So, as a board member, you must insist that everyone receive all materials for the meeting in sufficient time to provide for thoughtful preparation.
By the way, this also puts responsibility on board shoulders. Committee and financial reports – or any other materials being prepared by board members – must be submitted in time to be included in the packets.
Recently, one board chair bemoaned the failure of their committee chairs to submit reports in advance. The result was that much of their meeting time was spent listening to these reports rather than focusing on what lay ahead.
If this is your situation, consider a new rule: If committee reports are not submitted on time to be included with the board packets, they may not be presented in the meeting but instead will be included with the next month’s packet. I dare say that a committee chair will only trip up once if such a rule is enforced. The same rule should apply to staff reports as well.
Good deliberation is another component of the Duty of Care. Tune in next issue for some ideas on how you can improve the quality of your board room discussions.
© Elizabeth M. Heath 2014
Published in the September 2014 issue of “Perspectives”, an irregularly published newsletter from Sound Nonprofits. To receive this newsletter, go to the Contact Us page.