Not long ago, a friend invited me to coffee – she had recently been elected to be Board Chair for a nonprofit. It was her first time as a Board Chair although she had been on this board for several years and had also served on other boards. She asked me if I had any advice for a new Chair. Here is what I shared:
Don’t Act Alone
Remember that while you can influence many things as Board Chair, you don’t have more power than anyone else on the board. You have one vote. Every board member has one vote.
If you think you should or can act alone, you will have problems. I have been on several boards where the Board Chair or the Chair with the Vice Chair, acted without informing or getting input from the rest of the board. In every case, the outcome was bad. I admit that I am guilty of doing this early in my years of board service. I was Vice Chair. The Chair and I worked closely together. Some issues came up with our ED. We thought we could handle them and did not tell the rest of the board. When the ED resigned (unexpectedly to the rest of the board, but not so surprisingly to us), others on the board were furious. Even more so because some of them had experience that might have helped in addressing the problems.
So, don’t act alone. Keep the rest of the board informed. Use them as thought partners. You will get better results. Read more here.
Transparency is closely related to my point above and I have written about it before here and here. When only some people on the board know what is going on, your board becomes cliquish. Resentment builds and trusts diminishes. You need trust to make hard decisions together.
Ensure transparency about how board members are selected, how board officers are chosen, how the agenda is set, and how budgets are developed.
As Board Chair, you do have influence on the organization. And it is okay to use that influence. But if you have goals, be clear. Tell the rest of the board, the CEO, and even the senior leadership team. If your ideas are good, they will be made better with the input of others.
Develop a Good Relationship with Your CEO
The Board Chair-CEO relationship is critical. Trust is key. I have seen good organizations undermined when there are no checks and balances on a strong CEO. I have seen staff exit when a Board Chair (or other board members) start meddling with operational and programmatic issues. When the Board Chair and the CEO are unified, everything goes much more smoothly.
Consider the situation from the CEO’s point of view. They have a new Board Chair every year or two which essentially means a new boss every year or two. As you know from your regular day job, getting a new boss that frequently is a challenge. You need to develop a new relationship with a new person, bring them up to speed on your working style, help them understand priorities, and more.
So, put the burden on you, not the CEO who already works really hard. Be proactive in creating a great relationship with the CEO so you are on the same page, working together to achieve the organization’s mission.
Meet with Every Board Member
As board chair, I tried to meet with every board member each year. If your board is large, this may be too much. You could divide the meetings between you and your Vice Chair or amongst the executive committee members. This meeting is an opportunity to make sure each board member is connected and engaged, ready to be an Ambassador, and feels supported. I generally do not ask for a donation at this meeting.
I have an amusing anecdote from one meeting that caused me to make a simple change. A board member asked me at one of these meetings why I always sat next to a certain board member at the meetings. I was surprised by the question and replied that I always sat in the same seat because I could see the clock from that seat – and the board member in question just happened to sit next to me. We are creatures of habit. I think the other board member just got used to that seat and always sat there. But the rest of the board perceived I had a favorite – because I always sat next to him. I had no idea. I decided to shake things up a bit and started changing where I sat each time. (I took my watch off and used it for a clock – this was before cell phones were ubiquitous.) The result was I sat by different board members at each meeting. Note some boards assign seats at board meetings and you could do this as well. depending on the culture of your board. But take care not to look like you have favorites.
Create Agendas with Others and Don’t Try to Cover too Much
I have written on this topic before here. I believe having an agenda for a board meeting is respectful of people who have other obligations in their lives. It lists topics to be prepared to discuss and indicates the priorities of the organization.
I also strongly believe in soliciting input on the agenda from the rest of the board and following up on their suggestions. You will create more trust with other board members when you do this. Power rests in those who create the agenda and sharing this power will make your board more equitable.
Finally, don’t include too many topics. Agendas are often too full, and you cannot cover everything. Put recurring items in a consent agenda. Send out committee reports ahead and expect people to read them, offering time for questions but not report outs unless there is something unusual. Save the bulk of the meeting for discussion.
Keep Board Meetings Interesting
Expanding on the point above, make your board meetings interesting and strategic! If all you do is have committee reports, then you don’t really need to hold a meeting. Board members can read the reports at home and send an email to ask questions.
Boards spend a huge amount of time looking for board members with specific experiences, skills, and expertise. And board members join a board because they are passionate about the mission of the organization. So, make use of that expertise and take advantage of that passion by bringing substantive topics to the board to discuss. Ask the CEO and staff what input they would find helpful as they navigate new strategies or address operational challenges.
The purpose of being together is to talk to each other and to build on each other’s ideas and thoughts. In this way, your board can provide better and stronger input to the CEO and staff.
Run a Tight Meeting
One clear role of the Board Chair is to run the meeting. Here are some pointers:
- Watch the clock so you can cover all the topics in the agenda. As noted above, avoid overly ambitious agendas.
- Use your position to repeat and clarify what has been said, to define facts and opinions, and to summarize.
- Make sure everyone gets to participate. Be aware of power dynamics and make space for newer, younger, or shyer members to provide input. Be willing to cut off a board member who dominates the conversation.
- Make use of a “parking lot” – acknowledging when something is an interesting topic or question but not relevant to the current discussion and confirming that it will be addressed at another time.
Hold an Executive Session at Every Board Meeting
I also wrote about this before here. Executive sessions are a part of the board meeting where the staff leave. Minutes are not taken unless there is a vote that needs to be recorded. Usually, I have the CEO attend for the first part so they can share any thoughts or concerns they have about the organization without the staff hearing. Then I have the CEO leave so that board members can talk freely as well. If executive sessions are NOT the norm, then calling one raises a red flag to staff and can start rumors. So, hold them every time, even if you don’t have anything to discuss.
Implement Succession Planning and Emergency Leadership
Develop plans for a transfer of leadership for both the Board and the CEO. You should offer board members various leadership roles at the committee level to prepare them for top leadership positions. And you should have multiple people in this queue in case life changes means the next person in line is not available.
On the CEO side, you should have a policy for what would happen if the CEO were suddenly permanently or temporarily unable to carry on in their role. As Board Chair, I ask the CEO confidentially every year who they would recommend stepping in as interim leader should they become incapacitated.
Don’t Monopolize Power
Referring back to the first two points above, don’t keep too much power and control for yourself. Most bylaws have the Board Chair as an ex officio member of every committee. So, you can attend all the committee meetings if you want to stay up to date.
I know of one board where the Board Chair appointed themselves as Chair of the Search Committee when it was time for a new CEO to be hired. Several board members were unhappy about this. While all thought the Board Chair would do a fine job chairing the Search Committee, it felt like too much power was in the hands of one person.
And of course, if you want to build bench strength and to be equitable, having other people run committees is a great way to give them more experience with and knowledge of leadership at your organization.
Do a Thorough CEO Performance Review Yearly
I advocate for a 360 performance review for every CEO. They might not like it at first, but I’ve found that the input is invaluable. Either the Executive Committee can conduct the review, or you can appoint a separate ad hoc committee. I prefer a separate committee and try to get newer as well as more experienced members to participate. (Another way to build bench strength and to be equitable.) You should get input from all direct reports, some line staff, all board members, and some colleagues or partners outside of the organization. The CEO should also do a self-evaluation.
At the review, you should evaluate the objectives that were developed for the CEO and for the organization the year before as well as the feedback gained through interviews and surveys. The process takes a lot of work but is appreciated by most CEOs who understand that everyone can improve their performance and who value the insights gained.
Of course, you should be reviewing personal and organizational objectives at least every quarter and updating due to extenuating circumstances as necessary. There should not be any surprises during the annual review. If you give bonuses and merit raises, the information in the review process will inform your decisions.
Get Your Board in Order
You should read your bylaws and policies, review the board calendar, and generally know the rhythm of board work for your organization. And you or a committee should review these documents periodically to ensure they are up to date. The board calendar should be updated frequently to make sure no important decisions are forgotten as leadership changes. I wrote about this here
Promote and Support a Diverse Board
Last, but definitely not least, everyone should understand how important it is to have diverse voices on your board, especially voices from the communities you serve and those most impacted by the inequities in our society.
As Board Chair, a critical role is to support efforts made by the CEO and staff to promote diversity. Even more important, you need to ensure that the board itself models diversity. I have written about the importance of and process to create a more diverse board here and here.