Archives January 2015

11 questions that You can use to gauge if a Board is fulfilling its two primary roles?

I heard a CEO griping about Boards recently. She said that the system is broken and that Boards of Directors should be done away with.

I am not sure I disagree 100% with her opinion that Boards are broken, but I completely disagree with the notion that they should be taken to the trash heap.

Until you start your own privately held company or foundation that does humanitarian work and fund it with your own money, you need to have a Board. Public companies and charitable organizations are fundamentally using other people’s money to do work and therefore require oversight.

And lets not forget one very important reason it is the law!

I recently attended a Corporate Directors Institute of Canada breakfast seminar where Board roles and responsibilities were discussed. The Panel consisted:

  • Marcel Coutu (Formerly Chairman of Syncrude Canada and President & CEO of Canadian Oil Sands Limited),
  • Tim Hearn (Formerly Chairman and President & CEO of Imperial Oil Limited), and
  • Brian MacNeill (Formerly Chairman of Petro-Canada and President & CEO of Enbridge Inc.)

While the conversation was focused on corporate boards the lessons shared by that august panel are instantly transferable to nonprofit boards. There was unanimity across the panel that the two main roles of any Board are to:


  • Provide robust stewardship over the achieving results based on the organization’s strategic objectives and priorities.


  • Support the CEO or ED to ensure that person is not overwhelmed by ‘events’ and that they can focus on the important and strategic work of the organization.


How can a Board member or ED/CEO gauge that a Board is fulfilling those two roles?


Try this simple exercise: Rank your Board experiences from 1 (lowest) to 5 (highest) for these 11 questions:


  1. I have a clear idea of my role on the Board: How I have impact: and, what is expected of my participation?




  1. I am satisfied with my personal performance as a Board member?




  1. I can clearly state what the most important achievement the Board had in the last year?




  1. The Board facilitates conversation and debate that moves the organization forward?




  1. The Board participates in ongoing and continuous improvement?




  1. I have a clear understanding of the oversight role of the Board in regards to the executive leadership of the ED or CEO?




  1. Most of the Board’s meeting time is spent on the organization’s mission, vision and achieving its strategic objectives?




  1. The Board has its own multi-year goals?




  1. The contribution of each member is evaluated annually?




  1. I comfortably understand 75% of the financial data I am presented?




  1. I review the material I am given in advance of a meeting?




Now What?


Well we can’t fix everything all at once. So follow these simple steps:


  1. Pick one or two areas where you think could you improve your assessment score by one point.
  2. Take a moment and write out a few ideas that you have on how to move the dial up one point
  3. Have a conversation with your Board Chair about your concerns and offer solutions.
  4. Work with your Board team to improve the experience for everyone
  5. And Finally, ensure there is a laser-like focus on the Board’s primary roles of stewardship of the organization’ mission & vision and the support of the organization’s executive


Do you still need help?


Consider your Board as you would another team within your organization: if things aren’t going well invest in their performance through professional development and team coaching.


Click here to ask for help


Following these links to read previous logs on Boards:



4 things you can do to not be bored by your board experience!

I have been blogging for over a year now and one of the subjects that consistently receive the most readers is Boards of Directors and Board & Staff relation. I have decided to delve into this subject deeper with a 3-Part long blog format.


Have you ever been the victim of being a Board of Directors member or supporting staff?

You have been on a Board of Directors for four meetings and you are already frustrated?

Welcome to Part 1: I didn’t sign up for this!

If ever a group regularly took the blame for the state of the non-profit sector it is Boards of Directors. One can barely read anything published about charities and non-profits without reading something disheartening about Boards of Directors.

You likely have heard the litany of things that Boards of Directors are blamed for: They won’t fundraise; They don’t know their role; They leave their brains at the door; They do things they would never do in their own businesses; etc. To hear that you have to wonder if each and every Board of Directors is in dire need of board development assistance and by extension that each and every individual board members is at fault?

I certainly do not believe that in is fair to place the full burden of this issue at the feet of Board members, but clearly, the degree of dissatisfaction people have with their board experience is trying to tell us something – that the system of “non-profit governance” as we know it is not working.

Maybe it is time to stop looking at governance as a “problem to be solved,” and instead see governance as an “opportunity.” As a great friend once addresses a group of governance volunteers, she said: ‘ the bylaws only prescribe the Council with a couple things it must do … It says nothing about what you can’t do.”

It is time to focus.

Ask board members why they join boards and you will get answers like: They care about the cause; They want to be associated with an honourable organization; and, They want to make a difference.

Now ask those same board members what they talk about at board meetings, and I would bet it is not about caring and making a difference. They are not focusing on what matters most to them, to the organization, and to their communities.

So what has governance been focusing on? To answer that, we need to look at all the functions of being a board.

There are four functions every board addresses in some way or another:

  1. Leadership: Ensuring the organization is creating as much community impact as possible
  2. Legal: Ensuring the organization is complying with all its legal obligations.
  3. Operations: Ensuring the organization’s work is getting done and being done ethically, legally and effectively.
  4. Board Mechanics: The day-to-day work of what it takes to be a successful board (recruitment, policy-setting, etc.)

Where Are Boards Aiming Their Efforts?

As we consider those 4 functions of board work, some interesting things reveal themselves.

  • Only the leadership function is about creating results on behalf of the communities we serve.
  • The other three functions – legal oversight, operational oversight, and board mechanics – are all about how the organization does its work.
  • Boards are taught that if its financial, the internal means and HR house is in order and the board has talked about its mission at least once during the year – most board evaluations would say that board is “effective.”

In theory an organization could be dubbed “excellent” if it were 100% focused on HR, Finances and the mechanics of Board operations and didn’t help a single client.

The Results

The vast majority of board members volunteer significant amounts of their time to serve on boards because they care about the cause and want to help create change. But given how many Boards operate, what happens to the people who serve on them:

  1. Organizations lose a valuable strategic resource

Boards could be the inspired champions for creating significant, visionary, long term impact in our communities. They could be the link to all the potential and all the engaged energy of the whole community. Instead, they are “pushing papers around” and eating cold pizza.

  1. Boards suck the life out of the directors

Because the reason they joined the board is absent from what boards actually focus on, board members everywhere report the same symptoms: Board meetings are dull. They are uninspired. They are focused on things board members neither understand nor care about, even though they know they should.

  1. Governance is a Recipe for Dysfunction

Emphasizing the busy-work over the strategic goals you wish to achieve creates a check-the-box mentality focused almost exclusively on keeping the organization out of trouble. That results in focusing the Board’s energy on a checklist of all the things that could possibly go wrong instead of all the good things and al of the potential.

So What Is The Answer?

Boards could and should be the single most powerful force for change in nonprofits and the charitable sector. I believe they can achieve this by:

  1. Focusing first and foremost on providing extraordinary community results by maintaining a laser-like focus on the goals that move towards the organization’s mission and vision.
  1. Boards, with their staff partners, need to govern towards the achievement of creating extraordinary, visionary, long term impact in their communities and the reason board members signed on in the first place
  1. Organizations must stop seeing governance as a problem-to-be-solved, and instead view governance as an opportunity to change the world.
  1. Manage risk and do that job seamlessly, without fear that they have missed something that will come back to harm them later.


Have you ever been the victim of being a Board of Directors member or supporting staff?

You have been on a Board of Directors for four meetings and you are already frustrated?

What Matters Most! 2 things you can do to stop sucking the life out of your Board of Directors

I have been blogging for over a year now, and one of the subjects that consistently receive the most readers are Boards of Directors and Board & Staff relation. I have decided to delve into this subject deeper with a 3-Part long blog format. Last week in Part 1, I wrote about the 4 things you can do to improve your board experience!


This week in Part 2 … What Matters Most & How do you stop sucking the life out of your Board of Directors

In my opinion Boards of Directors are the same as any other team within your organization and to turn any team into a high-performing one we must focus people on:

  • What is possible, not what is mandatory;
  • The tangible steps to get there, not the roadblocks; and,
  • A realistic vision of what it will look like when we get there, not a fantasy utopia.

People joined Boards of Directors because of their passion for making a difference in their communities and to make a difference they require a simple framework by which to hold themselves accountable. I stress simplicity because the more complicated a system is, the less likely it is to be followed.

If a Board of Directors wants to aim its work at making a significant difference in its community, the organization owes it to that Board of Directors to make the job as easy as possible to do – even with all the legal and operational oversight that goes with the job. And so, there are two simple steps to develop that framework:

Step 1: Define “What Matters Most’

Step 2: Putting ‘What Matters Most’ into action

Defining What Matters Most (WMM)

Defining WMM to the organization is done through very familiar tools – vision, mission and values.


The discussions that surround the development and ongoing pursuit of the vision for a better community are critical to governing.


Through those discussions of vision, the Board of Directors’ discussions of mission – what the organization will do to bring that vision to reality – have context.


From there, discussions of the organization’s values focus on the behaviours the organization will model to the community, to walk the talk that will create the change they want to see.

Thoughtfully creating Vision, Mission and Values Statements – is a powerful reminder of what is possible and what it will take to achieve that potential.

Putting WMM Into Action

Here is where we regularly fail.

We define what is important, create powerful statements and then fail to use them to guide every decision and action taken by the Board of Directors and staff. This is a waste of time and a waste of wall space for the plaque they which are written.

Typically, Vision, Mission & Value statements are created as part of a planning process, and then promptly set aside to get to the day to day “real work”: however, this is the real work. They should become the organization’s version of the 10 Commandments, principles that guide every decision that is made, and the yardstick against which every action is measured.

Putting WMM into Action takes two forms.

1 ) Day-to-day actions aimed at WMM

2) Planning aimed at WMM

WMM Day-to-Day

When a Board of Directors are doing WMM, they should be using the Vision, Mission & Values to guide every single discussion they make: How financials are reported; How money is raised; How the staff is trained and compensated; and, How the community is engaged; etc.

Every issue the Board of Directors discusses is framed within the context of what the Board of Directors wants to accomplish for the community, and every discussion is also framed within the context of the values the organization wishes to model to the community.

If done well, we begin to see that a Board of Directors that is doing the WMM. The Board of Directors should be first and foremost, conscious of the power they have, in every decision, to change lives, to make a difference – to create the future of their community.

Board of Directors that are governing for WMM do not let circumstances decide their end goals; they deliberately and consciously overcome obstacles; to achieve the community’s highest aspirations and dreams; and, they do so with consciousness and purpose.

Planning WMM
Creating an annual plan is the only way a Board of Directors can proactively lead an organization – the only way the Board of Directors can ensure it is not always putting out fires.

When a Board of Directors is working on WMM, that annual plan should be aimed at creating significant, visionary improvement to the communities quality of life. From there, the plan will ensure the organization has everything it needs to get the job done and on the undue risk and liability that can eat away at that capacity.

In other words, the plan will provide a system by which the Board of Directors can hold itself accountable for the highest potential of governance – leading and guiding on behalf of the community’s highest aspirations. And that same plan will further provide a system by which the Board of Directors can hold itself accountable for the legal oversight and operational oversight that ensure the organization can get the job done.

Yes, all that in a single plan. If it sounds easy, that’s because it has to be. Because if it is NOT easy, Board of Directors will not do it.


When a Board is Governing for WMM, the Board of Directors is defining the difference it wants to make, the reason the organization exists, its vision for the future of the community, the work it will do to create that future (its mission), and the values the organization.

The board WMM is ensuring its Vision, Mission and Values are guiding all the Board of Director’s decisions and actions and that these statements are the context for every discussion the Board of Directors has and every vote it takes.

And finally, a Board of Directors WMM is proactively planning and monitoring that plan to ensure the organization has everything it needs.

And that is what happens when a Board of Directors is Governing for WMM.


Next week Part 3 The Natural Tensions between the Board of Directors and the Executive Director


Have you ever been the victim of being a Board of Directors member or supporting staff?

You have been on a Board of Directors for four meetings, and you are already frustrated?