What a phenomenal article by Frank Martinelli (Texas NonProfits) on building an effective Board of Directors! I really enjoyed reading some of the strategies suggested by Frank and there are some obvious connections/suggestions applicable to the work of organizations I’m familiar with, such as TCEA, that I’m hoping to be elected to office for. These points are ones I’m going to keep in mind as I pursue elected office with TCEA, but you know what, these are just excellent suggestions for ANYONE who gets elected to Board or is interested in holding their Board members accountable.

While I cite other key take-aways from the article below via my DiigoNotes, I found four critical take-aways for me that made me leap out of my chair. Those take-aways included the following:

  1. Your Board of Directors needs to have a plan for ROTATION of Board members. One of the big problems with some organizations–such as TCEA–is the lack of term limits. This means Board members hang around forever and no fresh ideas are introduced, even if the Board members are committed individuals…failure to get new Board members results in a “closed” Board. Valuable, valuable feedback for any organization and its membership!
  2. The need for a public and easily available, written job description for Board Members. One of the frustrating things about running for TCEA office is that you’re elected to serve on the Board by the membership in your geographic area, however, there is no job description (that I’m aware of) posted for being a Board member where it’s easily accessible to all. While I’m sure there must be a job description somewhere, I hope new Board members aren’t confronted with one immediately prior to “swearing in” and expected to agree to it. I love this quote:

    prospective board members want to know what is expected of them along with an estimate of the required time. Avoid the temptation to downplay the responsibilities of board membership. New board members will eventually find out what the true expectations are and if they are different from what they were told before coming on to the board, you’re in trouble!

  3. Follow effective committee structure. In my experience (not being organization specific in this critique, so don’t misunderstand), ad-hoc committees are poorly organized and thrown together at the last minute. It usually falls on the person chosen to chair the committee to draft the members, usually using up “favors” or relying on friendship to pull together. I like the author’s discussion of six elements of successful, effective committees, as well as committee member selection as shared below:

    They can be a mix of board and non-board members and should be recruited with the following question in mind: What tasks is the committee responsible for and who among our members and supporters possess the skills and experience needed to complete those tasks? As is the case with other forms of volunteer recruitment, every effort should be made to match the needs and requirements of the committee and the skills, knowledge and interests of prospective committee members.

  4. Creating a matrix of current Board members skills. Wow, what a great idea to better get to know what people know how to do and can do. Consider these instructions:

    Key factors that define sought-after expertise, knowledge, skills, experience, as well as relevant demographic factors are arranged along the top of the matrix. The names of current board members are listed down the side of the matrix. The Committee then uses the matrix to complete the profile.

There are many other great nuggets of information in Martinelli’s “Building an Effective Board of Directors,” including the self-assessment tool for Board members. Here are my notes and, of course, you’re encouraged to read the full article and check out the tools included at the end of the article.

    • The first, planning and policy development, includes determining the mission and vision that charts the future direction of the organization.

    • The second area, community and organizational development, means broadening the organization’s base of support in the community; interacting with the community to bring new issues, opportunities and community needs to the attention of organization; maintaining accountability to the public, funders, members, and clients. It also includes training and developing current and new leaders within the board and committees, and assuring that the same development is occurring within the professional staff through the leadership of the Executive Director.

    • The third area, fundraising and support development, includes giving personal time and money; developing donors, members, and supporters; leading and supporting fundraising campaigns and events as well as maintaining accountability to donors and funders.

    • If the Board is going to make decisions that reflect the true interests and needs of the organization’s constituents, board members must be in tune with those constituents and the wider community of which they are apart. If the Board is expected to raise funds to support the programs and services of the organization, then board members must be involved in planning and decision-making in meaningful ways so as to feel in a strong sense of individual and collective ownership. If the organization is counting on board members to raise funds from the community, then board members need to maintain relationships with individuals and institutions in that community.

    • Barriers to Board Effectiveness

    • Temptation to micro-management.

    • It is critical that the board focuses its attention on items of critical importance to the organization. In order to do this, the board must avoid the temptation to micro-manage or meddle in lesser matters or in areas that are more appropriately handled by the professional staff.

    • Ineffective Nominating Committee

    • the work of the nominating committee has lasting impact on organization — and this committee’s work determines who board leaders will be for many years for years into the future. The nominating committee should be well organized, have a clear sense of recruiting priorities as well as expectations for individual board members especially in the area of fund-raising.

    • the lack of a plan for orderly rotation of board members on and off the board. If the same people serve year after year, there is no way for new blood and new ideas to come into the board. Despite their sense of commitment, these same people will make the organization a “closed corporation.” Rotation prevents the ingrown possessiveness sometimes found on self-perpetuating boards. In a time of rapid change, the presence of new people who bring a new perspective will promote creativity and innovation in board decision-making.

    • No Plan for Rotation.

    • Failure to remove unproductive members. Another problem that leads to poor performance is the failure to remove unproductive board members. People who are not carrying out their commitments as board members become major blocks to overall board effectiveness. There needs to be a process for evaluating board member performance and making recommendations regarding their future service with the board.

    • Too small. Sometimes a board is ineffective because it is simply too small in number. When we consider the awesome responsibilities of board leadership, it’s easy to see why we need enough people to do the work. While it is difficult to specify an appropriate size for all boards, in general, a board should range in number from 11 to 21 members. We need enough members to lead and form the core of the committees and, in general, share in the other work of the board. We also need sufficient numbers to reflect the desired diversity in the board as well as assure the range of viewpoints that spurs innovation and creativity in board planning and decision-making.

    • Lack of functioning committee structure. The lack of a functioning committee structure is another reason why boards fail to perform at an acceptable level. While it is true that major decisions are made in board meetings, it is also true is that most of the work that supports and implements this decision-making occurs at the committee level. If the board has a committee structure that functions inadequately, this can lead to poor performance in general.

    • No strategic plan. The lack of a strategic plan, in most cases, will also lead to poor board performance. If the organization lacks a strategic plan that provides clear direction — so critical in this period of rapid change — the board can spend significant amounts of time talking about topics that simply don’t matter. Related to the absence of a strategic plan is the lack of a long-range service delivery and financial development plan that will advance the strategic plan.

    • No plan for orientation of new and old members. Boards also fail because they have no plan for orientation of new and old members.

    • Who will be serving on and leading the board over the next five years? What is our plan to scout board leadership talent for the future? How will we go about fostering and developing future board leadership? What we’re really talking about here is extending the timeline for board development and recruitment activities. In many organizations, board recruitment and nominations activities are really ad hoc in nature. Typical bylaw language describes a process in which the board president appoints a nominations committee whose short-term task is to recruit candidates that will fill a specified number of vacancies at the upcoming annual meeting.

    • Year-round committee.

    • Board Development Committee because developing leaders includes more than nominating people to serve on our boards. It truly is a year-round function: prospecting, contacting, recruiting, orienting, supporting, providing ongoing training, and evaluating.

    • Link to the strategic plan. It is important to match board recruitment and development activities with the new requirements and demands of the strategic plan.

    • The board reviews the mission, vision, goals and strategies, and then determines any new skills, knowledge, personal contacts and other attributes future board members will need to possess in order for the board to do its part in advancing the strategic plan.

    • Profile of the current board

    • Key factors that define sought-after expertise, knowledge, skills, experience, as well as relevant demographic factors are arranged along the top of the matrix. The names of current board members are listed down the side of the matrix. The Committee then uses the matrix to complete the profile.

    • Focused recruiting priorities.

    • Written member job description.

    • For a board to operate successfully each member must understand and accept the specific duties and responsibilities that come with board member ship. More and more organizations have found it helpful to develop a written statement of agreement for board members. This statement serves as a job description and clarifies board responsibilities. The job description, in very clear language, sets forth the expectations the organization has of its board members. The most effective job descriptions are those that state in behavioral terms precisely what board members are expected to do.

    • For most organizations, key responsibilities include the following: consistently attendance at regular board meetings, participation as an active member on it least one committee, participation in the fund-raising activities of the organization in a manner appropriate for that board member, as well as preparation in advance before regular board meetings by reading and studying materials sense in advance regarding key actions the board is expected to take at the next meeting.

    • many organizations now expect their board members to attend an annual board planning or education event sometimes held on an evening, or a weekend.

    • New board members will eventually find out what the true expectations are and if they are different from what they were told before coming on to the board, you’re in trouble! It includes some of the basic expectations that most organizations have for their board members. It is not intended to serve the needs of every organization; consider the starting point in the design of a job description that matches your needs.

    • the Executive Committee consists of the four executive officers of the Board: the president, vice-president, secretary, and treasurer. Sometimes other members of the board are included as part of the Executive Committee: for example chairs of the standing committees or at-large members from the board to assure representation of diverse viewpoints.

    • The Executive Committee plays three critical roles: planning the agenda of board meetings, making decisions on behalf of the full board, and serving as a communication link with other members of the board, especially the committee chairs.

    • Making decisions on behalf of the full board: In between the regular meetings of the board, the Executive Committee, during its own meeting, is able to make decisions that can’t wait for the next regular board meeting or on matters that the full board has delegated authority to the Executive Committee. In both cases, the Executive Committee receives its authority from the full board and needs to report on its decision-making at the subsequent meeting of the board.

    • To facilitate its work, the Executive Committee should meet on a regular basis.

    • When the Executive Director and board president meet, they should begin by identifying agenda items that can be appropriately handled by the Executive Committee itself. These items would be placed on the Executive Committee’s meeting agenda than as action items. In placing such items in this category, board president and Executive Director are assuming, based on past practice as well as relevant bylaw language and board policy, that such items are appropriate for Executive Committee decision-making. The next agenda category includes those items that would be appropriate for executive committee discussion and/or referral to the full board as action items or as information items. In this instance, the Board President and Executive Director are making the judgment that that the executive committee lacks authority to act directly on such items. Their discussion of such items during the Executive Committee meeting may lead to recommendations for future action by the board as a whole but the Executive Committee will stop short of making a decision on its own.

    • The Committee Structure

    • An effective committee structure helps to increase the involvement of board members because it gives them an opportunity to use their skills and experience. They provide a training ground for future leaders — both for individuals who are currently board members as well as non-board members who may be asked to serve on the board in the future. They increase the visibility and outreach of the organization by including non-board members in committee membership. Committees provide a means for information to flow from the community, clients, and line staff to the board. Committees also give members the chance to freely and discuss issues in an informal setting. Finally, committees serve as excellent problem-solving and decision-making groups because of their small size.

    • Written Committee Description. First, there should be a written description of what is expected of each committee to guide the chair and members. The description should summarize the purpose of the committee, its composition and selection procedure, and the specific duties of the committee.

    • An effective committee chair. The next element is an effective chairperson. In general, the committee chair should a board member.

    • Members thoughtfully appointed. The next element of committee effectiveness is members who have been thoughtfully appointed. Each standing committee is generally composed of a core of five to eight members. They can be a mix of board and non-board members and should be recruited with the following question in mind: What tasks is the committee responsible for and who among our members and supporters possess the skills and experience needed to complete those tasks? As is the case with other forms of volunteer recruitment, every effort should be made to match the needs and requirements of the committee and the skills, knowledge and interests of prospective committee members.

    • Accountability to the board. The next element of committee effectiveness is clear accountability to the Board of Directors. This begins with a written committee description that describes what the board expects from the committee. There should also be an effort to link the committee description with relevant strategic plan language.

    • Well — run meetings. The last element of committee effectiveness is well run meetings. In a sense, if a committee reflects the first five indicators of effectiveness — a clear description of its work, a chair that knows how to lead, a solid match between the interests, skills and experience of individual members on the one hand, and the needs and requirements of the committee on the other, a good mix of board and non-board members, and direct accountability to the board –we will have the makings of excellent committee meetings. It will still be important to provide for meeting space that matches the needs of the group, a written meeting agenda and any necessary information mailed out to members in advance of the meeting.

    • An effective board evaluation process includes the following features:

    • Annual process. An effective process for self-evaluation of the board will be conducted on a regular, yearly basis.

    • Two-way Communication. In order to have board member support for the process, the evaluation will need to be viewed as a vehicle for two-way communication to provide feedback on performance to individual board members and also to solicit feedback from individual board members on the performance of a board as a whole and the level of support that they receive from their leaders as well as staff.

    • Follow-through. An effective evaluation process will also lead to concrete plans for corrective action including a commitment on the part of the board to follow through so that the results of evaluation process lead to measurable improvements in board performance.

    • Board member accountability. The results of this assessment can then used by the President and Executive Committee to determine which board members deserve positive feedback for acceptable performance and which board members, because of inadequate performance, need to be reminded of their responsibilities.

    • Just-in-time Board Orientation

    • Another component of board effectiveness is training and orientation provided in a timely manner. The problem for many organizations is that it can sometimes take new board members several months and even a full year before they begin to function effectively in their role as board members.

    • Here’s how such a board orientation program might work: even before a prospective board member is voted on to the board, he or she will receive detailed information about the organization, the workings of the board, expectations for individual board members, and other vital information. An effective “just-in-time” board orientation program will also focus on the strategic plan of the organization.

    • The first is a thoughtful nominations and recruitment process that is viewed as parts of a broader effort to identify, involve, and develop board leadership. The second is the presence of an executive committee that facilitates the effective decision-making on the part of a board is a whole. The third practice is establishment of a committee structure.

Posted from Diigo. The rest of my favorite links are here.

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