Nonprofit governance: Best results come from a messy process

One aspect of nonprofit governance that frustrates some people (it drives some corporate types batty, in fact) is that it's messy and inefficient. I've noted that before, but it keeps being driven home to me as I visit orchestras around the country. When I am asked to facilitate a board retreat, very often one of the central issues that boards have trouble with is balancing efficiency with involvement. 
As I have observed over and over again, the more involved board members are with the organization, the more they feel that their presence on the board really makes a difference, and the more generous they are both in terms of their own giving and in raising funds from others. But keeping a full board of 30 or 40 people (in some cases more) deeply involved can only result in the most inefficient set of practices known to man.

One of the biggest mistakes boards and board chairs make is trying to have the full board examine every single issue that the orchestra is facing, and doing that at every meeting. The discussion never gets below the surface, real analysis never takes place, actual ideas are not vetted in a meaningful way, and solutions rarely emerge from such a discussion.

On the other hand, a board in which the executive committee and the executive director of the orchestra (or worse, the chair and the executive director) make all the decisions in the name of efficiency is a board that is certain to be disengaged, uninterested, and marked by a lack of true commitment from most trustees.

There is no question that getting this right is hard work, particularly for the board chair and the staff leadership. It starts, in my view, by accepting that it is messy. Jim Collins, the great business and management writer, talks about successful leaders accepting brutal truths that are inherent to their businesses. We must accept the brutal truth that nonprofit governance is messy, that we cannot change that fact and in fact should not change it. We should actually relish it.

What this means is that the various issues the organization faces must be broken down into manageable pieces and discussed--in detail, and intelligently--in committees. If this is done right, everyone on the board makes meaningful contributions in some areas of the institution's work, but not in every area. Only then, when a committee has wrestled with an issue and is set to suggest policies or new ideas or new approaches to deal with it, is the issue ready for discussion by the full board--for a discussion that is planned by the committee and based on the work that the committee has done. Readers of this blog will know that my bias is toward single-topic board meetings. You simply cannot solve everything at one meeting. You cannot even intelligently discuss everything at one meeting--or probably even intelligently discuss two big issues, unless you're willing to devote two or more hours to that meeting. But if each board meeting is centered around an issue that has first been worked on seriously by a committee and is now open to discussion and thought from everyone, the meeting will be interesting and involving. And being on the board will matter.

"But," I hear you cry, "this is horrendously inefficient. We only meet as a full board every other month, and this means that some problems will wait half a year or longer to be addressed." Yup. And if these problems are really serious and must be dealt with immediately, you'll probably find a way to do that--perhaps through a special meeting, perhaps by changing meeting plans, perhaps by having the leadership alone deal with that urgent problem.

So why do I say that nonprofit governance is messy, and that this should be relished? It's messy because it lacks the clarity and clean efficiency of a CEO who says "this is the way I want it done, and there will be no more discussion." In the corporate world, that is the ultimate authority of the leader. In the nonprofit world, particularly the world of orchestras, there is not one clear leader (is it the music director? the executive director? the board chair?) and decisions are made by building consensus--by definition, a messy and inefficient process. Why do I relish it? Because it actually gets the best thinking out of a diverse group of people. And frequently the best ideas are not those of one person, but a combination of the best thinking of many bright people.      

As an overall approach, what is crucial to a successful board (and therefore a successful orchestra) is finding the right balance between efficiency and inclusion. That issue in itself is worthy of discussion at a full board meeting.

June 19, 2009 12:32 PM | | Comments (2)



Thank you, Henry, for this column and for all your thoughtful, interesting blogs. I have introduced my Board to your blog and it has already sparked several interesting discussions.

We are wrestling with this very issue, surprise surprise. It is challenging both to have active, productive standing committees AND to have engaging, dynamic Board meetings. I realize the two are closely related.

It is challenging, first off, to have standing (or even ad hoc) committees that are consistently engaged and active in meaningful, productive work. Without that, there is really nothing to have a deep and meaningful discussion ABOUT at full Board meetings. We find ourselves struggling to keep up regular committee meetings, to maintain regular attendance at meetings; and to give committee members working assignments between meetings that are appropriate to volunteer Board members and complement rather than replace the work of paid staff.

In the case of our full Board meetings: we have moved most committee reports to a written Consent Calendar, which certainly promises to free up the bulk of the meeting for significant discussion topics. But we don't yet have a strong self-leadership tradition among committees, and as a result the Board meeting still tends to be too much talking by me and the officers and too much listening by everyone else.

I know we'll get there, but it is, as you say, a messy, and I would add lengthy, process.

One key to effective committee work is for the Board's leadership - perhaps the Executive Committee or perhaps the Governance Committee - to help in establishing key job descriptions/mission statements for each committee. These can be even worked out first by each committee, but then approved (and possibly adjusted) by the leadership. But if each committee begins each year with a meeting solely devoted to a discussion of what its task is -- even if there is a general mission statement for the committee, each year could begin with a discussion of what are this year's strategies for achieving that mission in the context of this year -- it helps enormously. First, just the discussion itself is helpful ("why do we exist?" "What is our role in the overall governance of the organization?") in focusing its members, and then it can give the committee a mandate for the year.

Oh, you are so right, Henry - messy it is, inefficient it is, frustrating, too, but perhaps there are ways to make it a little less messy and frustrating and a little more efficient. During a recent time I worked with a firm doing public sector executive search - city managers, community college presidents, police chiefs, etc. I sat in on lots of city council and community college board meetings. There are many parallels to symphony governance and board participation. Among them: 1. Every meeting had a carefully prepared agenda that was be accomplished in the time allotted meeting time (a wise consultant friend once opined that every hour of agenda requires two hours of preparation;) 2. They all had a "Consent Agenda" quickly dispensing of those items legally requiring board action, but not requiring discussion; 3. They make sure that every board member had an advance packet containing containing the agenda all information related to the agenda - committee reports, position papers, staff recommendations, etc.; and 4. they allowed for the probability that some issues may require two meetings to resolve - don't force resolution if some more time is needed to study, but require resolution in the course of two meetings.

Following certain procedures and coming prepared results in better meetings, more informed discussions and respect for the participants time.


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