Better Boards
Takeaways
We all want to have a stellar board and it all begins with selecting great board members. These tips give what to look for and what to avoid.
It was one of those phone calls in which your heart just sinks, your throat goes dry and your face flushes with a burning mixture of anger and sadness. My brain was failing me on how to respond as my friend described how the organization that she had founded and spent two decades of her life building was being taken out from under her by a small faction of her board of directors.
It is an occupational hazard for any executive serving in their role at the behest of a board. Not long ago the world watched the high drama of board dysfunction play out as the board of OpenAI fired, replaced, and then rehired Sam Altman as CEO in the span of a weekend.
I wish that bizarre board behavior like this was highly unusual, but instead, it is far too common. So it should be no surprise that there is a movement afoot in the non-profit world to eliminate boards altogether and create an alternate form of governance.
But it is not the mechanism that is the problem. Instead of dreaming of ways to get rid of the board, that same energy could be spent on retooling it into the high-performing team and partner that they were always intended to be. The mechanism is not what is wrong, it is the people we have put into it and how we run that mechanism that is failing us as leaders.
I’ll tackle ways to improve the mechanism in the next post but in this one, I want to focus on selecting the right people to be on the board. Board selection is where it all starts and if we get this step wrong, there are no board meeting tips and tricks that can save you.
Starting Over
Before I get to the selection criteria, it is worth mentioning that if you find yourself in an organization where the board is dysfunctional or ineffective, it may be time to reconstitute your board. I once inherited a board that was deeply ineffective, nearly steering the organization into insolvency due to its inaction. On a board of 30, only a handful were fit to continue serving and thankfully we got one of them elected as the new chair and immediately got to work moving people off the board who had been asleep at the wheel.
Transitioning leaders off of a board whom you work for can be a delicate process as these people have the power to fire you, but if the board is holding the organization back, you have to act. Healthy boards, regularly assess their performance and make decisions to transition members who are not functioning well. Use that as the standard, and assist your healthiest board members in courageously defining member expectations. Adopting clear guidelines for board participation often results in non-performers voting with their feet, paving the way for you to elect new members who will set the bar for remaining members.
For those that don’t get the hint, they will need some personal nudging to voluntarily step off the board. That conversation is best coming from the board chair. If that conversation starts to go sideways, you need to be ready to bring in a healthy board member or two to support. If this doesn’t work, using the process outlined in your bylaws for removing board members is a last resort. In the case of the organization above, the board president and I were able to transition a board of 30 in just under two years by resetting expectations and having personal conversations.
Selection Criteria
There is no end to the literature around how to create healthy boards, and no end to opinions about what makes for great board members. I hold my opinions loosely as I constantly see talented, smart leaders selecting board members using very different criteria – and it works for them. There is no “one way” for this to work but you do need to define what works for you. Below is what has worked for me and many of those I have worked with.
Who they are: I used to have such a long list of expectations for board members. The longer I do this, the more focused the list of “who they are” has become. My ideal board members are:
Team players – Select people who are emotionally healthy and socially aware. Observe how they function on a team before inviting them onto your board. Are they always talking or do they listen closely to others? Do people lean in when they speak? Do they defend their own ideas or celebrate when someone has an idea that is better than their own? Watch for those who are not drawn to position or power. Just like in politics, the worst leaders are those who are there for the position instead of the opportunity to be of service.
Decision Makers – Select people who help you make great decisions. Surround yourself with people who ask great questions, challenge your thinking, and bring out the best solutions. Too many boards are indecisive. Their meetings are, “ready, aim, aim, aim, and ‘Let’s circle back on this in our next meeting.’” Indecision is contagious and you need people around you that can pull the trigger.
Committed - Your organization needs to be the top charity that they support. In rare cases with super high-capacity donors that may mean that your charity is in their top three, but you don’t need someone on the board who is generous with their opinions here while generous with their money elsewhere.
Feedback Givers – This is why family and close friends are often a poor choice for board members. They probably are not seeing your blind spots. If they are, they may struggle to offer difficult feedback and hearing it from them may fall extra heavy on you. Professional distance is good in board selection.
Progressive Leaders – Sometimes the best board members are those who are in a similar but not the same field, and who have achieved success. If you run a homeless shelter, you don’t want to fill your board with other people who run homeless shelters – it will hold back your ability to innovate. However finding an innovative leader who is in an adjacent field, like food insecurity or domestic violence, may offer incredible insights into serving vulnerable populations, and you will gain from all of the innovation happening in similar but separate lanes of the sector. Keep in mind that you need leaders who can take off their hat of leading their organization, and put on their board member of your organization hat, every time they step through the door.
Who they are not: Be on the lookout for these pitfalls of board selection.
Representatives – Some organizations have models where board members are selected to represent a section of the organization or constituency. The challenge is that representative board members see themselves as representing the interests, concerns, or grievances of their section and not the interests of the broader organization. Every board member shows up with an agenda to each board meeting, none of them have the same agenda and their agendas often don’t include supporting the mission of the whole organization.
This type of cronyism breeds entitlement. When a board member feels entitled to be in their role, they will often fight to hold onto power.
Major Donors – Often major donors are invited to serve on a board but may have a hard time being objective because their resources are powering whatever is being decided. When a gift is given, the donor has legally given up control of that gift. By placing your biggest donors on your board, you may be putting them in a conflicted role, because they remain in control of the funds that they have given. For some, that is a conflict of interest that is awkward and uncomfortable. While few would manipulate the board by reminding them how much they give to sway a decision, many do withdraw from participation not wanting to be seen as unfairly wielding their power. Too many leaders are completely blind to the conflict they are creating by placing their major donors on a board.
Single-Issue Voters – Activists who are binary thinkers and militant about their views are oftentimes not a great fit for the boardroom. Creating pathways forward for organizations is for those who can embrace complexity and see the world through various lenses and not rush to judgment based on personal bias. Single-issue voters struggle with this.
Professional roles – Long-standing conventional wisdom about board selection sounded like the beginning of a bad joke, “A lawyer, a CPA, and an academic walked into a board meeting…” The traditional approach to board selection has been that you need a lawyer and a CPA on your board and possibly a collection of other professionals as well. This advice carries with it the hefty downside that the people filling these board seats are often more focused on being a professional advisor than a true board member. If they are added to the board because they are a lawyer, they are trying to function as a sort of general counsel and only see the organization through that lens rather than the lens you need them to function with, which is as a board member.
When boards place members for professional expertise, board meetings become stuck with each member advising the group on their professional opinion, while no one in the room functions as an actual board member. Instead, if you need a CPA or lawyer at a meeting to offer professional advice to the board, consider using paid or volunteer professionals as a resource person who attend board meetings instead of a board member. That lets your board members be great board members and your CPA and lawyer be great professionals.
I’m not saying that you can’t have professionals on the board, but select them because of their skill as a team player and decision-maker, not because of their profession. In one organization I served, one of our best board members was an attorney. She knew the organization backward and forward, did her homework as we worked through difficult situations, and helped us think through decisions in a way that was logical, transparent, and clear. Her value to the board was not that she was a great attorney but that she was a great board member.
Forming an incredible board begins with board selection and finding the right players is critical for a great team. In the next post, we’ll explore ideas for helping these great board members function as a great board.
