Is It Time for a Governance Review?

August 6, 2014
By Beth Brooks, CAE

When I am with a group of Association Executives, the topic of Boards almost always comes up. While there are lots of wonderful, strategic, fully engaged boards, many times I hear concerns ranging from volunteers not being interested in serving to micro managing boards. These issues are related to governance, and a review of the different components of governance may be needed.

When was the last time you discussed the size of the Board and the role of the officers and Board members? What about your nomination process? Are you able to attract good candidates? What skills does your association need to move forward? Are your board members playing an active part to achieve those goals? Or are they showing up at a meeting and just going through the motion of paying attention?

What items are discussed at the board meetings?  Are you being strategic or are you spending time talking about the annual conference details, and hearing committee reports?

Dr. Michael Gallery, CAE recently noted that 25% of the Board meeting time should be spent on action items, and 75% on discussion items. Informational items should be in report form only – no verbal discussion needed.

I have heard Executive Directors bemoan the fact that they can’t get people to serve on their board. Why not?

Have you asked the members why they are not interested? Do you waste time at meetings and achieve little? What is their time commitment to serve on the board – both the term and the number of meetings that you have. Is time and expense a hindrance? 

The past few years many associations have spent a fair amount of time reviewing their nomination process, cutting back the number of board members and strategically discussing what skills they are looking for in board members.

The book Race for Relevance gave many associations the reasons to question how and what we were doing. If you have not read Race for Relevance and Road to Relevance by Harrison Coerver and Mary Byers, I suggest you do so ASAP. Don’t have time?  Then read our magazine articles they wrote related to these topics.

Last year, TSAE underwent a governance review and recommendations were made on our Board structure. We updated the bylaws pertaining to Board roles and responsibilities and developed a Board matrix (showing experience, years in industry, diversity, size of organization, designations, etc.).

This is now a useful tool for the nominating committee. We have also added an “experience” form for Board members so we can capture how they can best contribute to the organization (lobbying, strategic planning, finance, etc).

We also updated our Board orientation agenda, and created a quarterly board meeting evaluation as well as an annual board evaluation form. We want to know if our board members feel they are making a difference and that they feel engaged. 

Helpful Resources:

Board Meeting Evaluation Sample

Annual Board Assessment Sample

This process took about one year and from all aspects, it was time well spent.

Understanding what the board is doing, looking at strategic results and digging into the concerns about apathy or lack of involvement are part of a governance review and is something any successful association should consider conducting.

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