Board meetings are a time to receive information and make decisions. Directors who do not take their roles seriously can waste a good meeting.

Ill Prepared – An agenda and reports will be distributed in advance; don’t take time to read them. The information provides insights into what will be discussed. Study it and address questions to staff or officers before the meeting. By not preparing, you’re more likely to make inquiries off the top of your mind, frequently starting sentences with, “I just have a question.” A skilled board chair will urge that everybody come prepared as a fiduciary duty. Address repeat offenders outside the meeting room.

Disregard Bylaws – All discussions should be framed by the governing documents, including bylaws, policies, budget, and strategic plan. Directors who don’t read the bylaws have no guardrails to frame their discussions. Provide an orientation and access to the governing documents in a board notebook or portal.

Role Reversal – Directors are charged with governing. Some board members slip into the executive director’s role of management. Respect the work of staff, refraining from second guessing their actions at meetings. An orientation should explain the distinctions in board and staff responsibilities. Avoid taking off your “governance hat” to become a micromanager. “There are executives who invite board members to assist with management decisions. This causes leaders to assume almost a full-time role,” said Suzanne M. Gebel, CAE, executive director of the Iowa Funeral Directors Association. “These associations have difficulty recruiting strategic leaders due to the incredible time commitment for helping staff.”

The Clock – Time matters. The chair has allowed sufficient time to achieve the results. Arriving late delays the start. Continuous distractions and interruptions derail efforts. Keep an eye on the time to limit discussions and advance the agenda to completion.

Rules – Ignore the rules that are intended to facilitate an orderly process. Interrupt frequently, speaking as ideas come to mind rather than “asking for the floor.” If everyone talks, ignoring the agenda and rules of order, little will be completed. A favorite guide is 16-pages in cartoon format, ABCs of Parliamentary Procedure.

Interim Inactivity – A lot happens in between board meetings. Use the interim months to help advance strategic projects and assignments. It would be naive to think nothing has occurred since the last board meeting.

Ad Nauseum – The board sets direction. There should be little reason to delve into details ad nauseum, for instance, “who will sit at the head table,” “what software will you use for surveying?” Nitpicking is frustrating for everyone. Keep the discussions at the altitude of governance, staying out of the weeds.

Argue – Meetings are a platform for reaching consensus. Don’t approach the board meeting as a forum for making personal points, attacking personalities, or begrudging the fact you are there.

Herd Mentality – When a farmer calls in the cows, the herd follows. Avoid group think — being swayed by the enthusiasm of others. Decisions should be based on knowledge.

Naysayers – Board members who cross their arms and plant their feet, saying “NO” to an issue can dampen enthusiasm and stop the flow of discussion. Skilled leaders develop a way to restore the momentum. One method is to ask the person a provocative question, such as “What would make this work for you,” offers Willa Fuller, executive director of the Florida Nurses Association.

Storytellers – Storytellers can really waste time at a meeting. One strategy to prevent this is to establish time limits on topics and assign a timekeeper to help move issues along. Often a visual tool can be developed to move along the conversation, such as a clock with a smiley face, or a stuffed squirrel to remind them they have led the group on a chase, suggests Fuller at FNA.

Committee Dives – Destroy committee confidence by disparaging their recommendations. Avoid disrespecting their efforts, outguessing their rationale, and promoting ways you could do it better. Remember the adage, “boards don’t do committee work at the board table.” Listen carefully to proposals. If you disagree, tactfully ask, “How do you think we could improve the recommendation?”

Rump Sessions – Decisions should be made inside the boardroom, based upon hearing facts and discussion. Avoid seeking board buddies to manipulate the outcomes. Don’t create voting blocs or gather proxy votes.

Early Departure – The first person who says, “I have to leave early,” causes an exodus. A hasty departure puts the load on the remaining directors. They too may have reasons to leave early. The loss of a quorum leaves unfinished work on the agenda.

Parking Lot – Avoid holding the board meeting a second time in the parking lot. Directors have authority from gavel to gavel inside the boardroom. Second guessing decisions after the meeting with cellphone conversations or parking lot discussions is counter-productive, explains Gebel at IFDA.

Make board meetings worth the time of directors, officers, and staff. Arrive prepared and committed to achieving the intended outcomes.

 

By Bob Harris, CAE
Bob@rchcae.com