Bob Harris, Notes on Nonprofits
As a follow-up to last week’s column about a long, poorly run board meeting, I am happy to share more board meeting wisdom from my friend and colleague Bob Harris, CAE. Bob has 30+ years’ experience with associations, chambers, and other nonprofits. He is an author of numerous association management books and online resources and is known around the world for sharing best practices and promoting sustainability.
Here are Bob’s recommendations to avoid the board meeting “ambush.”
The elected president planned an efficient board meeting. A month before, he strategized with the officers and staff about what should be on the agenda. Everyone agreed to the issues that had to be addressed. At board orientation he advised that he did not like surprises. Meetings would be designed to achieve maximum results.
At the last board meeting, things were going well. Directors followed the well-crafted agenda. Time was allotted for the issues without feeling rushed. Then came the surprise. In the final 30 minutes a director raised their hand to say, “Mr. President, I have a new idea that I’ll put into the form of a motion for board consideration.”
The motion received a quick second and discussions pursued. At that point the president lost control. The meeting time had to be extended beyond the scheduled adjournment. Eventually a quorum was lost as directors dashed home or back to the office. It was a disappointing ending to an otherwise strategically planned meeting.
To avoid the ambush, redirect ‘new business’ by removing it from the agenda. Require that ideas and new business be submitted in advance. When the meeting notice and agenda are distributed, ask that any new business be suggested to the chief elected officer or executive director at that time. They will be considered at the appropriate place for new business or slotted for committee staff work. New business should not be a surprise.
We all know the adage, “proper preparation prevents poor performance.” Outcomes improve with advance work. To avoid the ambush, due diligence should be conducted by staff, committees and consultants before issues reach the boardroom.
Adopt “agenda discipline.” Make it clear that the agenda is the meeting guide. Discussions and questions that are off topic can be addressed after the meeting but will not be considered during the board meeting. ime discussions so topics receive appropriate attention without being rushed at the end.
Encourage and support a knowledge-based board. Seldom are the best decisions made without research and knowledge. Problems occur when motions have not been vetted. Hasty decisions might be characterized as “groupthink,” influenced by the momentum of the discussion and what others think. Remind the board to make knowledge-based decisions.
One of the Board’s fiduciary duties is the duty of care which is the need to exercise good judgment. That cannot be done when surprises occur at meetings. Directors must exercise care by asking questions, conducting research or postponing until a future meeting.
Boards should practice good governance. Board work is guided by governing documents. Discussions and decisions must be framed by a mission, strategic plan, bylaws and policies. A frequent question should be, “How does this idea advance our mission and strategic plan?”
Finally, beware of being hoodwinked. Board leaders need to be leery of the director who tries to hoodwink (when someone deceives others into doing something.) If you have that person on the board, talk to them about trust, the process for introducing new business, and how they can be most effective.
Every board member expects an efficient, productive meeting with minimal surprises.