April 27th, 2020
Please see sections #3 and #6 for comments related to COVID-19. You may wish to read a number of our other posts for thoughts on philanthropy’s unique role at this time. I want to thank Lewis Flax, an expert on board performance and an NSA-DC colleague, for his constructive suggestions for this revision.
I recently accepted an invitation to join a board. That is hardly newsworthy or even report-worthy, except perhaps in a Chronicle of Philanthropy trivia page. After all, it is my 61st. [I only know that number because a couple of years ago, I was asked about my board experience over the years, so I reached back and did the arithmetic. I also calculated that I have chaired 12 of them. These boards have ranged from local to national to international, and included a wide variety of topics, styles, and roles.]
Clearly at this stage of my life and career, I don’t join boards for the purpose of résumé padding. In fact, I more often politely say no to such invitations than say yes. For example, I say yes to foundation and grantmaking boards [my field and expertise] and say no to those that are primarily looking for help in fundraising [which is most assuredly not my field or expertise]. I am more open to boards where it is clear that board members play appropriate governance roles and less open to those where one is expected to be a sycophant. And, unless I can see that my participation will actually be utilized and I’ll find it gratifying, there is no reason to say yes at all.
Boards are indispensable to the entire voluntary sector. Indeed, I considered that role so essential that, when I was the CEO of a large and multi-faceted non-profit, I strongly urged every professional of that organization to sit on a board of their choosing. My feeling was that there was a double benefit for that: not only did it help those many non-profits have their expertise, but it also made them better professionals. The experience honed their understand of how board members should best be treated, utilized, and empowered. [All of us, I know, have seen too many examples when board members don’t really know their roles, and professionals don’t either.] Underlying these expectations was the affirmation that we were all beneficiaries of the voluntary sector, and we should, therefore, model our commitment to it.
There has been no shortage of excellent material about the roles of board members and the indicators of successful boards. One very valuable source for that is BoardSource, and there are many more. So, I will take a pass at simply redacting or repeating what is otherwise available.
I do though want to comment on some of my learnings from my own experience, and to share a couple of very preliminary observations about the implications of our current reality.
1. Hard Questions: Board governance requires board members to be willing to ask hard questions, even at the risk of seeming unpopular. Permit a real-life example: In one of my own board experiences, something seemed wrong to me about the way the Conflict of Interest statement was written and being applied. I raised the issue in a board meeting when we were asked to fill out our COI forms. The CEO was adamant that I was wrong in my concern, and the rest of the board supported him. A year or so later, the CEO was dismissed for cause, and afterwards it was discovered why the CEO was so insistent: he had abused his role and never reported certain funding practices that would clearly have been prohibited had the COI been applied appropriately. It doesn’t give me pleasure to say “I told you so” but it does reinforce the importance of good governance. [We all can only imagine how much money nonprofits would have saved had board members asked harder and timely, though uncomfortable, questions about Madoff type investments?]
2. Appropriate Behaviors: Having said that, there is a difference between asking good governance questions and being “a pain in the butt” [not exactly a technical term]. Good board membership is not about micro-managing or assuming supervisory roles of various staff members. Staff of non-profits are not board servants, nor are they there to do board members’ private bidding. In my role as a funder and foundation trustee, and also as an educator of funders, I see how easy it is for power imbalance to creep into role misalignment. Most of the time it is not willful, but it is always unhelpful and counterproductive.
3. Meeting Attendance and Role: Historically, there has been a real difference between the activity of boards overseeing locally based organizations and of boards overseeing national or international organizations. A local board can have more functioning committees, meet more regularly, depend more on board voluntarism, and have a more direct relationship to the work. A board of a national or international body certainly cannot meet be expected to meet as regularly, nor to have the same level of direct connection with the daily work.
Another example from my experience: A member of a somewhat famous and even wealthier family had been encouraged to join one of the most prestigious boards in the world. By the time they came to me, they were frustrated and annoyed: this was an international board that gave only the broadest policy questions to the board; this family member would have much preferred, and would have been more gratified to sit on a less prestigious board where their involvement could have been both more robust and more textured. The board probably was acting consistently and coherently given the kind of organization; this particular board member simply should not have been on that kind of board.
Having said that, I wonder if the zoomification of meetings might begin to radically change the character of all organizational interactions, including board meetings. Currently, we are communicating with colleagues and fellow board members around the city, the country, and the world more easily than scheduling board meetings ever was in the past. Indeed, when the quarantine is over, most folks will have mastered the medium and may be reluctant to allocate the time or money to have as many in-person gatherings. It certainly has made attendance at the boards on which I sit, none of which is here in Washington, much easier and efficient. Not sure about all of this, but it seems quite likely that this is one of the changes that will become part of the next normal.
4. Term Limits: I have become a big believer in term limits. You might be surprised how many organizations don’t have them. Those organizations that don’t have them have a tendency for board members to age in place and become all too stuck in dated thinking. In one example I have written about some years ago, I was asked to keynote the annual gathering of the international board of a very prominent and respected non-profit. At the meeting, their top “young leadership” was honored. One of those honorees was a 50-year-old retiree; another was a 48-year-old mayor. I guess they weren’t old enough to sit at the grown-ups table, but more to the point, there was no space for them since there were no term limits.
Let me be clear that I am not saying that experience is irrelevant or that there is no wisdom that comes with longevity. I am, though, saying that a board that doesn’t structure its own rejuvenation is more likely to become stuck than one that has to include new thinking, has to explain itself anew, and integrate new members with experienced ones. 6 to 9 years in a board capacity is quite sufficient to make one’s thoughtful and meaningful contribution, and if one is that indispensable, it is always possible to start anew with a year’s sabbatical. To take another personal example: I was chairing an organization without term limits. After 6 years, I insisted that the organization find a successor. They tried to persuade me to stay until they found the “right” person – open ended.. My response was that they had a maximum of 6 months to do so. Sure enough, it motivated the leadership to identify both a successor and a succession plan. It has proven healthier for the organization and has made my continued involvement more viable.
5. Hard Decisions: Participation on foundations boards is quite different than serving on public charity boards. In the latter, in public charities, the fiscal stability and sustainability of the organization is a constant agendum. Even if one is on the board primarily because of one’s knowledge [Wisdom] and commitment [Work] and not one’s personal Wealth, underlying most decisions is a recognition of board responsibility for financial support.
Private foundation boards have a quite different starting point. Most private foundations are already funded, or the source of their funds is determined, so the primary board challenges are to choose how to use those funds responsibly, ethically, and wisely. [In prior essays, I have written about the issues of serving on a board if the family funder/founder is still in the room vs when it is a successor or independent board, a topic to which we can return on another occasion if readers wish. For this post, it is an ancillary question.]
Having sat on numerous boards of both types, I can attest that the character and balance of the board agenda are quite different. What is true of both, though, is that responsible board participation requires a willingness to make hard decisions. Pushing the hard questions down the road, an all too frequent tendency of reticent boards, ultimately is counterproductive and weakens the impact of the foundation or the NGO/NFP
6. Strategy and Implementation: Another essential role of board members is to set the strategic direction for an organization, and then endorse how that strategy can be implemented. Strategy without an implementation plan is simply abstract desiderata and implementation independent of a strategic overview is simply programs.
These distinctions are crucial to bear in mind at this COVID-19 moment in history since all bets are off for implementation plans for almost all non-profits and most foundations. For many non-profits, this is a time of existential challenge, so all that pre-planned programming is difficult at best. Human service organizations have more business than they can handle; arts and culture organizations have less. What we have seen in this past month is that the organizations with the greatest clarity of their strategic thinking have been able to pivot and adjust better than those that don’t. For better or worse, now that so much is happening virtually, the differences are pretty striking. We can observe organizations all over the world and we can see which have applied their thinking in coherent ways quickly and which ones haven’t. I am not commenting here on the relative quality of those responses – after all, there is a great disparity in accessible resources, but rather the evident quality of the underlying thinking.
Some have argued that foundations need to make immediate changes in their strategies in order to respond to the COVID-19 pandemic. I don’t agree – what I do believe is that if they have to change their basic strategy it means that they didn’t have adequate strategy thinking built into how they operate. Implementation can be agile and if there ever was a time for agile implementation, it is now. But hopefully they are making those decisions consistent with their understanding of their role, their distinct positioning, and a grasp of their capacities. It is in this realm that a board earns its keep. Agility and long-term thoughtfulness must go hand in hand, and that requires both courage and stability in times of disaster or crisis.
The voluntary sector is essential and crucial in every country and every society around the world. The roles and expectations may vary from place to place given governments, cultural histories, and local practice. But each of the 6 board categories above make the difference between a well-run and sustainable nfp/ngo and a more vulnerable one. At this time in history when this sector is asked to play an outsized role with shrinking resources, effective boards and effective board members can and will make the difference to what our multi-faceted sector will look like at the other end of quarantine.