“A good board is a victory, not a gift.”
– Cyril Houle, noted governance expert
Over the years I’ve come to realize just how right on target Mr. Houle was. Achieving this victory is made all the more difficult when one takes into account that each board has its own culture and what might help transform one board into a good board may not be the appropriate steps for another board. In trying to figure out the best approach to help boards achieve “goodness,” I have found BoardSource’s “12 Principles of Governance that Power Exceptional Boards” to be most effective. I’ve never worked with a board that wasn’t interested in becoming an exceptional board.
What makes this document especially effective is its first principle: “Constructive Partnership—Exceptional boards govern in constructive partnership with the head, recognizing that the effectiveness of the board and head are interdependent.” This principle gets at the heart of what must be in place for a board to be successful. When things are not working well, it is often that both parties have a different understanding of who should or can make decisions about what. This is especially true when either new heads or new board members join the conversation. The specter of “micromanagement” inevitably seems to arise.
A useful tool to help both parties develop a better understanding of the decision-making process of what rises up to the level of governance and what should be left to the head is the “Design of the Partnership” diagram (right) from the NA IS “Trustee Handbook.” While the chart was designed to address “time and attention,” it can easily double as a decision-making model as it provides a framework for what is strategic, a partnership, or an operational area. If the issue is strategic (above the diagonal), then in all likelihood it will be the board’s decision, perhaps aided by input from the head. On the other side of the spectrum, if an issue is operational then it is most likely the head’s decision, perhaps aided by some input from the board.
Putting this theory into practice is where the chart’s real value becomes apparent. Board members and heads are asked to determine on their own whether a particular scenario is strategic, operational, or a partnership. For example, if the scenario was “expanding the enrollment,” heads might say that adding students over and above the budgeted number would clearly be an operational decision as the school needs to fill seats. On the other hand, board members might assume it to be strategic as the additional students might exceed an agreed upon class or school size or enrolling the students might exceed an agreed upon allocation of financial aid or the extra students might result in the need to hire an additional teacher. Unpacking the particulars of the issue helps outline the circumstances under which the issue rises up to the level of governance or when it is operational.
©National Association of Independent Schools.
reprinted with permission. Available at www.nais.org/bookstore.
Key determinants are the scope of the issue, its potential financial ramifications, its possible liability issues, and of course, its impact upon the mission. With similar conversations about other scenarios, realization comes that most issues end up being a partnership with the actual decision-maker being dependent upon the significance of the determinants. This realization always leads to greater clarification about roles and responsibilities and fewer disagreements about who does what when.
While such conversations take place regularly between the board chair and head or between the executive committee and head, engaging the full board in similar conversations would help reduce the ambiguity that often arises during board service. Such an intentional approach to board development as an introductory part of a board meeting or as part of a board retreat would result in a stronger partnership with the head and bring the board one step closer to becoming an exceptional board.
