When to Take a Second Look at Your Board

By AGB    //    Volume 21,  Number 3   //    May/June 2013

A Q&A with Theodore Long of AGB Consulting

Q: Most boards think they are doing a decent job. Are there some telltale signs as to when a board should seriously consider revitalizing itself like DePaul has?

A: Except for severe crises, the place to start looking is in the regular activity of the board. Pay attention to routine activities that signal either poor teamwork or meaningless meetings. Poor teamwork may involve membership misaligned to the board’s needs, poor coordination and communication, a lack of common purpose, members who act on their own apart from the board, a weak partnership between the board and the president, or failures of solidarity outside the board room. Meaningless meetings are those where few people contribute, usually only board leaders; there is little questioning, debate, or discussion; the agenda is not focused on significant institutional issues; or pre-packaged reports consume most of the time and nothing much is really accomplished that advances the institution.

Q: When are boards most likely to get complacent in ways that disadvantage their institutions?

A: Like many organizations, boards become complacent when there are no crises and things seem to be going smoothly, at least on the surface. They mistake a lack of distress for healthy governance. Board members may have supreme self-confidence that they know how to do board work and how to handle most difficulties. They believe they don’t need coaching to become effective. Finally, boards often think they are governing well because they have satisfied the necessary requirements of board practice—bylaws, policies, etc.—when there is actually much more to effective governance.

Q: As an AGB consultant who has worked with many boards, what are some of the most common mistakes made by boards that need rethinking and restructuring?

A: Often boards blame difficulties on a small group of individuals when their actions actually reflect the character of the board as a body. They neglect the more difficult, time-consuming work of changing the overall pattern of board behavior. That work also takes time, far longer than an afternoon workshop, and many boards simply do not set aside the time necessary to change the equation. Many boards also operate with a limited conception of fiduciary responsibility, believing that balancing the budget, getting a clean audit, and avoiding trouble are sufficient. Important as those are, the neglect of mission, program, long-term sustainability, and adaptation to changing environments may jeopardize the institution just as much.

Q: How do boards know when they need to make just a few adjustments in how they operate and when they need to radically overhaul themselves?

A: Healthy governance, just like individual health, requires good habits and regular monitoring. It is simply good practice to get regular governance checkups (perhaps every three to four years) with an outside assessor to determine if there are any significant problems. And when boards do see a problem, they should consult a governance professional at once to best assess whether it needs major treatment. Best practices for a bygone era may be insufficient for the dramatic challenges of change and accountability we face today, and all of us need to develop effective “next practices” of good governance.

Q: How can restructuring and revitalizing a board make the institution’s governance better—so it becomes a strategic asset and provides a competitive advantage for the college or university?

A: Major overhauls of board practice take some time to develop and to become embedded in continuing board work. To some extent, that process is its own reward, as boards reflect on how they have worked and how they can work, inventing productive new futures for themselves. Such restructured boards will see three types of benefits: an institution that is more adaptive and effective in meeting the challenges of the day, better leadership and management of the institution, and greater satisfaction and fulfillment in board work itself. Those are the fruits of building the far-sighted and powerful practices needed by boards today.

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