Kent Stroman recently joined us for a webinar in which he provided practical, hands-on tools to enable well-intentioned, dedicated board members to move from survival to significance in their governance assignments.

In case you missed it, you can watch the replay here:

Full Transcript:

Steven: Great. I always love seeing the international folks. That’s awesome. All right, Kent. My watch just struck 1:00. Is it okay if I go ahead and kick us off officially?

Kent: Yeah, let’s do it.

Steven: All right. Well, good afternoon, everyone, if you are on the East Coast and good morning if you are on the West Coast or somewhere in between. Thanks for joining us for today’s Bloomerang webinar, “The Intentional Board: Why Your Board Doesn’t Work and How to Fix It.” My name is Steven Shattuck and I am the Chief Engagement Officer over here at Bloomerang and I’ll be moderating today’s discussion as always.

Just a couple of housekeeping items before we begin. I just want to let everyone know that we are recording this presentation and we’ll be sending out that recording as well as the slides later on this afternoon. So, have no fear if you have to leave early or perhaps you want to review the content later on, we’ll get all that good stuff in your hands today for sure.

And as you’re listening in today, please feel free to use that chat box right there on your webinar screen. I know a lot of you have already, that’s great. We’re going to use that to collect questions for our Q&A time at the end, so don’t be shy at all. If you hear something that you don’t quite understand or want clarified or just want to ask Kent a question, please don’t be shy about doing that. We’re going to save as much time for Q&A at the end as we can.

You can also do that on Twitter. You can use the hashtag #Bloomerang or send us a message directly at @BloomerangTech. I’ll be keeping an eye on that Twitter feed, so if you’re into that kind of thing, send us a message there. If you’re having trouble with audio at all today, usually these webinars are only as good as your own internet connection.

If you’re listening via your computer and if you’re having trouble hearing or anything like that, try dialing in by phone. We find that the phone is a little bit better quality. If you can do that and don’t mind doing that, give it a try if you have any trouble. There is a phone number you can dial into in the email from ReadyTalk that went out just a few minutes ago.

And if this is your first Bloomerang webinar, I just wanted to say an extra special welcome to you folks. We do do these webinars just about every Thursday afternoon. We bring on a great guest speaker like Kent today to give a great educational presentation. But if you’re not familiar with Bloomerang, our core business is donor management software. If you have a need for that or just want to look up Bloomerang’s offerings, you can do that. Just visit our website–quick demo, you can download a quick video demo and get a look at the software directly.

But for now, I am super excited to introduce one of my favorite people of all time. I mentioned earlier that I just saw him last week at the big AFP conference and now I am super spoiled to have him back on our webinar series. Kent Stroman is here. Hey, Kent, how’s it going?

Kent: Going great. Thanks, Steven.

Steven: Thanks for being here. I know you have a busy travel schedule. In fact, you’re going to hit the road as soon as we conclude here. So, I really appreciate you taking the time out of your day to share all your knowledge with us. Before I hand it over to you, I just want to brag on you really quickly.

If you guys don’t know Kent, you’ve got to know him. If you see him on a conference schedule, please go to his session. He is a tall, handsome man from Oklahoma, you can’t miss him, for sure. He is the leader over at Stroman & Associates. He is a published author. He is a very popular conference presenter and webinar presenter, a great consultant, great writer. He spent 25 years of his career in higher education before founding Stroman & Associates where he gives all kinds of advice on fundraising, board governance, strategic planning and leadership development.

He’s a CFRE. He’s a BoardSource-trained governance consultant. He is a Sarkeys Foundation-approved retreat facilitator and he even serves as an adjunct consultant for the Oklahoma Center for Nonprofits. AFP has awarded him the Master Trainer designation and all of these awesome credentials are really going to come to life in his presentation. So, I’m going to let him share his screen. I’m going to pipe down. You guys are really in for a treat from Kent today. So, Kent, take it away, my friend.

Kent: Well, thank you, Steven. I appreciate that very generous introduction. It was great to be with you and the rest of the Bloomerang team last week in San Francisco. And as mentioned, today’s topic is why your board doesn’t work and how to fix it.

So, as we get started, I want to ask for some feedback because I know we’ve got people in the webinar today who come from a variety of backgrounds with different kinds of responsibilities and so forth, but here’s my question–if you could change just one thing about your board, what would it be? Steven, should that go in questions or the chat box? What’s the best way for people to respond?

Steven: It will appear right there on the chat screen if you scroll down on that little window.

Kent: Okay. Great. So, I’m just going to pick up on a few of the responses there. If I could change one thing about my board, what would it be? Somebody says more people. They would have helped with the fundraising. Who would relate to that? Crazy bylaws–so, somebody, it looks like Barb Cook would add crazy bylaws. Oh no, eliminate the crazy bylaws. I see accountability. Ownership over the organization–I hear that a lot. Different ways to be involved and active, taking initiative–I can’t wait to go back and read all of these to really analyze the responses.

By the way, I’ve been asking this question across the country to people who are different roles in relation to boards. I wish we were in the same room together because I would ask if you’d raise your hand if you serve on a board, then also to get an idea of how many people there are in the audience who actually serve a board. Often times, people are raising their hand multiple times.

As we get started, one of the things that I just want to encourage is that today as a result of our time together, it would allow you to see beyond the present circumstance of your organization, maybe see beyond where you’ve been in the past and begin looking with anticipation and hopefully optimism, realistic optimism to the future and what might be different as a result of what we share today.

So, I’m going to share five big ideas. Let me just roll out in front at one time here and then we’ll come back and unpack these one at a time. Steven, we have to be finished by midnight, is that right?

Steven: Midnight tomorrow. So, you’ve got about 36 hours. These people won’t mind.

Kent: No problem. I don’t mind if people go to sleep in the session, please just don’t snore too loudly. So, the five big ideas–idea number one is to get on the same page. It was interesting. As I looked at the different responses here, I could see there’s going to be a need for that and we’re going to identify exactly what we mean by that. Number two, clarify the roles–we’ll probably spend most of our time today on this big idea.

Number three is to create purposeful committees. Now, please don’t leave this webinar and go out and say, “The number one thing Kent wants us to do is create committees.” No. The emphasis here is on purposeful. Then I’m going to tie into that with the idea of dealing with the executive committee. I’m going to give you some really specific ways to do that. Then big idea number five has to do with what to don’t manage and what to do manage. I can’t wait to unpack those.

Let me just mention that all the things that we’re sharing come out of my next book, which is scheduled to be released later this year. The title is “The Intentional Board.” But you’ll notice there’s another word that has a strikethrough. I don’t know what your experience is, but I have to tell you that I encounter a lot of what I would call, being gracious, call an accidental board.

In other words, there are many things about the board structure, maybe the bylaws and the culture of the organization that really aren’t intentional at all, just we got there by accident. I have a huge passion for being intentionally, specifically as it relates to intentional governance. Again, we’re going to talk about some aspects of why it is your board is broken. Maybe that’s too strong of a word, but certainly to dive in on how you can fix it.

My book will be available on Amazon as soon as it’s released. You can also get it from Charity Channel Press and you can see on the screen there they’re actually offering I guess a promotion for people who want to buy the book before it’s actually been published. Go right out there.

Let’s jump right in with big idea number one and that is to get on the same page. So, I can’t tell you how many times I get a call. Usually on the other end of the line will be somebody who is CEO or board chair of an organization. The call starts off something like this, “Kent, we really need some help with our board.”

So, I’ll ask a few questions, get a little bit more depth on the insight from what their situation is. Inevitably, I’ll hear something like this, “I just feel like the staff and the board, the executive director, our volunteers, I just feel like we’re not on the same page.” So, I’ll ask some more questions, again, to kind of get a bit of an understanding. Then inevitably, I’ll ask, “Would you just send me the page?” You know where this is going, right?

Here’s what I discovered–there’s not a page. When there’s not a page, it’s hard for everybody to get on the same page. When there’s not a page, really usually what happens is there are lots of pages. Everybody has their own. So, when we talk about getting on the same page, what are we talking about? There really are a lot of ways to address that. I’m going to give a couple of examples of the page–there are more than one–but I’m going to give you an example of a couple that in the board room, we really need to get on the same page.

So, back to the big question of why your board doesn’t work and how to fix it, the first idea is around unity, being unified around a common purpose. So, item number one, of course, is our mission statement. Every charitably organization must have a board-adopted statement of purpose. We usually call it a mission statement. That is the rallying point for everything that we do in the organization.

To add to that, another page that’s so crucial is what we call the long-term strategic goals. It’s the board’s responsibility to establish what I call the three D’s for the organization, and that is the direction, the destination and the duration.

Direction–this talks about where we’re headed as an organization. Are we growing or shrinking? Are we moving forward or back? Right or left? North or south? It’s important for the board to determine that sense of direction.

The second D is destination. I’d like to describe this as the destination is that place we’ll be when we have arrived. Later this year, I’m going on a getaway, a reading, writing, thinking trip. My destination is the Grand Canyon. That’s fairly specific, but that’s a pretty big place. So, it’s important for us to know with more clarity what is our destination. When we arrive, where will we be? I know when I get to the Grand Canyon, I will have arrived.

The third part we talked about is it’s the direction, the destination and the duration. Duration has to do with time. Where are we going to arrive? So, in my case, on May 23rd, 7:00 a.m., I better be at the river at the Grand Canyon. By the same token, when we talk about strategic long-term goals for a charitable organization, we need to be pointed in the right direction. We need to have a specific destination and then a date by which we’re going to arrive at that destination. Whether it’s three, four, five, ten years down the road, being specific about that.

So, when we collect all those things together and identify them as long-term strategic goals, the board, by action, adopts those goals. That’s a page. So, when we talked about getting on the same page, that’s a page that we want everybody, both in the boardroom and then in the organization but outside the boardroom, we want everybody to be on that page.

Again, if our board is broken in that regard, this is a way to fix it. That is that we would establish the commonality on that same page and have the board adopt that. I will tell you I was at a board retreat recently where the focus of that retreat was that we would establish strategic long-term goals and until the board adopts them, there’s no certainty, no specificity that after the board adopts those long-term goals and now we have a point of reference the entire organization can relate to–so, that’s big idea number one, get on the same page.

Let’s go to big idea number two and that is to clarify the roles. I don’t know if you’ve ever heard this term role confusion, but somebody said, “I think this is my job and she thinks it’s her job.” There we have people doubling up. Sometimes we have frustration because it’s like nobody thinks x is their job. So, in order to give clarity to this idea, how are we going to clarify the roles?

I want to introduce you to what we call the five organizational roles. By the way, some of this material is coming directly out of my next book, but in every organization–I know we’re talking today about charitable organization, but regardless of whether it’s a for profit or for purpose organization–in every organization, there are these five functions. That’s number one, govern, number two is to lead, number three is to manage, number four is to micromanage and number five is to execute.

Now, each of these functions are important. Each one of them if left unattended to is going to result in the detriment to the organization. However, each of the functions need to be assigned to a specific place. So, before we do that, let’s talk a little bit about the activity that goes with the function. So, what is the function or what is the essence of governance? As part of the governance process, we’re willing to establish the mission. That’s what we talked about just a few moments ago. We will establish the direction of the organization, adopt policy, and then assess performance against that policy. That’s the role of governance.

But the function of leadership has to do with delegating and direction, where management is more of an overseeing process or what we call the role of the overseer. Micromanagement, very important. Steven, you probably recall that I am a recovering accountant. Accounting, or some people call it bean counting, that’s the activity. That’s one example of micromanagement. The control process, the minutiae. All that is part of the micromanagement function.

Then finally we have execute. What’s the purpose that we exist for and actually executing or implementing those programs? So, if our program is to feed hungry children, the function of execution involves implementing the mission. So, you see what the activities are, some examples of activities for each of these functions.

Let’s come back in and ask the question who is this function assigned to? Well, you see on the top line governance and the governance activities are assigned to the board. Leadership belongs to the CEO. Regardless of what we call them, executive director, president, chief executive officer, what have you, that’s the CEO role.

Number three, the management role is assigned to supervisors. Micromanagement is handled by the administrative staff and then execution is by program staff. So, again, look at your organization and think in terms of only one. Now, this is a little bit oversimplified, but if the activity has to do with the function of leadership, that belongs to the CEO and so forth along the line.

But for purposes of clarity and going back to the big idea of clarifying the roles, as it relates to the board, why your board is broken and how to fix it, I’m going to take everything in the world and break it down to just two possibilities. This is just kind of simplicity from the standpoint of Kent Stroman’s mind. That is that everything is either governance or not governance.

So, if we go back for just a moment, you’ll notice that the top level, role number one, which is the function governance, belongs to the board. Governance belongs solely to the board. It does not belong to the CEO, to the supervisors, the administrative staff or the program staff. Is it influenced by those others? Absolutely.

But everything in governance belongs to the board and by definition does not belong to any other level of the organization. We can say the same thing of any of the other activities. If it has to do with executing the program, that’s primarily the result or responsibility of the program stuff, executing the mission. That is not the work of the board.

So, again, just to go back, we say that everything is either governance or not governance. So, probably one of the most powerful things that we can say in terms of fixing those organizations that are broken is to evaluate everything that’s going on in the organization and if it has to do with mission, bylaws, direction, destination, duration, policy and assessment against that policy, it belongs to the boardroom. If it doesn’t belong in the boardroom, then it mustn’t go in the boardroom.

Let me just add a little bit of a different viewpoint on that, some guiding thoughts. First of all, I want to speak to the CEOs. I’m curious. I wish we were in the room, I’d love to know how many people are in that CEO role, but here’s my guidance that I would share with CEOs–don’t do the work of the board. I can’t tell you how often I encounter executive directors, CEOs, who are frustrated and often times their frustration results from them doing work that frankly doesn’t belong to the CEO. It’s the work of the board.

Even if the board assigns tasks to the CEO, if it’s governance, the CEO must not do it. So, don’t do the work of the board and don’t do the work for the board. I’m not talking about being obstinate or belligerent here, but instead, we want to say do the work through the board. So, as a CEO, you can’t do the work of the board. You can’t do the work for the board. But you have to do the work through the board. By that, I primarily mean it’s our job to equip board members to do their job.

Something I want to throw in here–I didn’t put this on the screen–but often times, we end up with frustration because we assume that people know things they don’t know. We assume they’re equipped for things they’re really not equipped for. And as it relates to board members–I’m one, I’ve had a lot of time in the boardroom and I would say this as it relates to me as well–do assume that your board members don’t know what you haven’t told them. If you haven’t told them, assume they don’t know. Assume they haven’t seen what you haven’t shown them. Assume they haven’t heard what you haven’t told them.

So, I want to assume that board members are not equipped to do anything unless we had trained them for that purpose. So, do assume your board members are not equipped to do anything unless we have equipped and trained them to do so. So, I kind of say that to wrap all this up for the CEOs–don’t do the work of the board, don’t do the work for the board, but do the work through the board.

To the board, I want to say something very similar–don’t do the work of the CEO. Again, I’ve talked to a lot of frustrated board members. When I’ve listened carefully enough, I’ve found out the reason they’re frustrated is because they’re trying to do the job that’s not theirs to do. It is not their job to manage the organization. That is the job of the CEO. So, board members don’t do the work of the CEO and don’t do the work for the CEO. Please do the work through the CEO.

So, for simplicity reasons, again, back to the role–it’s the board’s role to recruit, retain, equip and release one employee. That employee is the CEO regardless of what title we use for them. But let the CEO run the organization. Insist that the CEO run the organization. If personnel changes need to be made within the organization, that’s the CEO’s job to do. If they are unable to unwilling to do that, then you have a problem with the CEO.

I’m going to pause for just a moment. If there are questions, maybe take a moment, “What if your organization is so small you do all these roles?” So, that’s Gail’s question. I just want to say that the situation that’s described there is frankly the result of our own limitations on our thinking. The organization is small and until you bring other people into the equation, one person has to do it all.

One of the most freeing exercises I could give you is tomorrow, when you wake up, pretend that overnight Congress passed a new law that says it’s illegal for you to do what you’ve been doing and everything must be done by volunteers. So, disqualify yourself from doing anything. Now go out and ask yourself this question–who is the person in my geography, my community, however we define that, it may be local, it may be global, but who is it in my community that is best qualified to handle a particular task?

Guard against the temptation to say no to the other party, which is usually what we do. Guard against that temptation. But then go out and recruit that person as a volunteer. Now, not everybody that we invite to be a volunteer will be a volunteer, but usually we don’t have to make very many asks before we find somebody who’s willing to say, “Yes, you’re asking me to do something for a noble cause. It’s something I’m able to do. It’s something I’m willing to do. Since you’ve asked, it’s something I’m happy to do. So, I’m going to say yes.” Let that provide some guidance for the organization.

So, in a word, my guiding thought for CEOs is lead. It is your job to lead. My one word of guidance for board members is govern. The responsibility, the role, the activity of governance belongs solely to the board. Please govern.

So, with that, let’s go on to big idea number three and that is to create purposeful committees. I don’t know very many people who wake up in the morning saying, “I hope I can add one more committee meeting to my agenda today.”

Well, you know what? Committees serve a very important purpose. They’re frustrating when they don’t work, when they’re abused, ignored, neglected or misused. So, here’s the example that I want to give as it relates to committees. First of all, let me just say this, committees work. Committees work if they work first. Use them.

So, specifically, here’s what I mean. There are about five different areas where boards should have standing committees. The one that I believe is most important, if we only had one committee, it would be the governance committee. The governance committee, basically its purview is how the board goes about doing the work of the board, but whether it’s governance, finance, fundraising, certainly relations or the actual program itself, these are all important areas for committees.

The committee can be purposeful when it has important work to do. So, our recommendation how to fix a board that doesn’t work is to send all recommendations through an appropriate committee in order for that recommendation to come to the board.

So, if we have a new program that we want to add to the mix–we were talking earlier about feeding hungry children–if we’ve been feeding lunchtime meals to school children and let’s say we want to expand our program to provide breakfast as well, rather than having the entire board take that on on its own merits, we want to refer that matter to the program committee so they can carefully study it. This is their area of specialization, study the issue and then make a recommendation.

So, when it comes to the board, it is as a result of very in depth work that’s been done by the committee. Now you can see the committee has done important work and when the recommendation comes to the board, that’s deliberate and sometimes time consuming work has already been done outside the boardroom. So, the discussion in the boardroom can be on a more intentional basis on a more strategic level.

So, again, big idea number three is to create purposeful committees. The way we make committees purposeful is we take committee boards out of the boardroom and free the boardroom then for board work.

Now, I see a question here that says, “Define policy as a responsibility of the board.” Thank you, Nancy. I appreciate seeing that question from you. There are a variety of different levels of policy, but let me give an example of a board established policy. We were using the example earlier in the program committee or program area. It’s important for the board to establish the breadth and depth of programs. If that’s not guarded carefully, we eventually kind of become all things to all people, which by translation turns in to no things to no people.

So, if we are going to add a policy–let’s say we’re going to, as I mentioned before, we’re going to add a new program to the program mix. So, that would be of the nature of the policy and that determination should be made in the boardroom as opposed to, let’s say, a program director deciding, “We decided to expand our program offerings,” or even for the executive director. Program breadth and depth would be matters of policy which should be established by the board.

So, again, big idea number three, make committees purposeful by giving them important work to do, push committee work out of the boardroom and into the committee meeting and push boardroom work out of the committee meeting into the boardroom. Be sure and touch base on a couple of these other big ideas and then save time for Q&A when we get to the wrap-up phase.

So, let’s go to big idea number four and we said that said that was to deal with the executive committee. You can probably hear just in the way that it’s presented often times we see problems with executive committees. Now, I’m going to click over to the chat box for a moment and I would love to hear a response if you’ve encountered challenges with your executive committee, what might those be? What are some challenges, difficulties or struggles that you have seen by way of the executive committee, how it works, maybe how it doesn’t work, etc.?

Not too long ago, I was meeting with a board and somebody said we feel like all of the work of the board is done by the executive committee and when matters come to the board, there’s really nothing left for the board to do because the decisions have already been made. Somebody said they don’t complete the tasks they promise to complete and if they do it’s not timely. Somebody else said lack of transparency, a willingness to seek donations among board members and challenges following through on action items.

Somebody else mentioned getting into operations and then lack of time to discuss key matters. I wish those were all new ideas, but I want to tell you these are very, very common challenges. So, probably the most problematic thing that I see with the executive committee is that it’s usually used in a way that the executive committee was never designed for.

Go back to your bylaws. If the bylaws are well-written, they’re going to provide for an executive committee for one specific purpose and that is the executive committee is given the authority to act on behalf of the full board on matters that arise between regularly scheduled or specially called board meetings.

By that definition, you will notice that there’s no reason for the executive committee to meet on a regular basis. Regularly scheduled meetings of the board are established. If we are finding that we are every . . . let’s say that the board meets monthly, and every month there are issues that have to dealt by the board and they can’t wait until the next monthly board meeting, so we have to call an executive committee meeting. There’s something awry with the organization. So, this is an example, a very common example of the misuse of an executive committee. An executive committee, they think they have to do something, so they have a regular meeting.

Inevitably, what results from that is the disenfranchisement of the rest of the board. So, actually the organization I was telling you about recently, it was my recommendation to them. That is don’t disband the executive committee, but cancel all the meetings. If there is something that needs the attention of the board and it can’t wait until the board meeting but it doesn’t merit a special board meeting, then allow the executive committee to decide on behalf of the board and then report back to the board the action taken by the executive committee.

So, that would be the problem and the fix. Now, there is another role in which often times the executive director uses the executive committee or the CEO uses the executive committee for advice and counsel. That’s not a bad idea, but that is not a governance function. That’s an advisory function to the executive.

So, great idea to use the people in that way, but when those individuals who fill the specific roles within the board, when they’re called together by the CEO for advisory purposes, this is not governance. It’s calling on people who serve in a governance role to provide advice and counsel to the CEO. So, through that avenue, we really can set the organization free to do what it needs to do.

Now, I’ve got just a little bit of a graphic here, which I think explains this a little bit. I don’t want you to take it wrong, but we do have to put the executive committee in its place. There is a place for the executive committee. What is it? Often times we’ll see a structure like this. You’ll notice that we have the board of trustees and then between the board and the committees, we’ve got the executive committee.

So, it’s as if each of these committees that are established by the board are subservient to another committee that is established by the board, don’t do this. Instead, let’s have an executive committee that serves off the side, so to speak. It serves as called on, as appropriate and as necessary, but it’s not on a regular basis.

So, I hope you find that helpful. Again, that is big idea number four, which is to deal with the executive committee, put it in its place. It has a place, it’s an important place, but it shouldn’t be used in such a way that it displaces the role of the rest of the board.

And with that, let’s move right in to big idea number five. We said that is don’t manage and do manage. So, what’s that all about? I don’t know if you’ve ever been frustrated in the management process, but here’s what I want to say and whether I’m speaking to CEOs or board chairs, don’t try to manage the board, don’t try to manage the people because it’s not your job to manage people, it’s your job to manage the organization. The way we do that is by managing the agenda.

Here’s what I mean by that–two things, number one, what is the process by which items are placed on the agenda. Is that an active process? Is that a strategic process or is it haphazard? So, manage the agenda. The first part of that has to do with what is placed on the agenda. In many cases, it’s what’s removed from the agenda.

The other part of managing the agenda is the time. How much time are we spending on the different activities that take place in the boardroom? Not too long ago, I did an evaluation of the board and here’s what I discovered in reading the minutes–some place between 95 and 97% of the time of the board meeting was spent on reports and announcements. Regardless of whether those reports and announcements are made by board members or staff members, a report doesn’t require a meeting.

Now, meetings require reports, but reports don’t have to be read in the boardroom. With the proper use of the consent agenda, we can dispense with reports and announcements literally in three minutes’ time and do so effectively. So, we manage the agenda by using a timed agenda where we identify we’re going to spend three minutes on the consent agenda. We’re going to adopt our reports. We’re going to spend the next 17 minutes on reports from the committees and deal with recommendations there.

We’re going to establish some specific time where the board can talk about the future of the organization–where are we, where are we headed, what needs to change, when does that need to change, how will we go about changing it?

So, big idea number five–don’t try to manage the people. Don’t try to manage the priorities so much as managing the agendas. Thank you, Megan, for your comment that consent agendas make a huge difference in the meeting structure. Use them. Again, train the members of the board to properly use the consent agenda. But that can take activity out of the boardroom and bring results into the boardroom.

Now, I’ve got just a couple of things I want to do before we wrap up, but I want to just save some specific time for question and answers. I know that we weren’t able to go very deep, we covered a broad swath. There may be some general questions around the overall topic, why your board doesn’t work and how to fix it, but I’m going to jump over to the question tab and let me just take a moment and respond to Charles. He says, “Governance, finance and fundraising–what are other examples of purposeful committees?”

One is the program committee. Again, I have five favorites. So, governance stands alone. Typically, I’m going to roll finance and physical facilities together into one committee. Fundraising and community development or community engagement, community awareness, those go together. And then program, again, that’s the purpose for which we’re established. My background is higher education, so that would be academic affairs, for example, academic policy.

And then the fifth one is what I call staffing. By whatever term, these are human resources. Under that staff committee, I want us to be able to address both paid and unpaid staff. Most charitable organizations have a very robust volunteer program by one form or another and we want someplace where matters of personnel, personnel matters or HR, human resource can be assigned.

Marilyn raises a question, “Explain the consent agenda.” In a nutshell, the items that are placed on the consent agenda are matters that need to be acted on by the board, but they are non-controversial and they don’t require discussion. By definition, reports that are acted on by a board are historical in nature. They are statements of fact.

Some examples would be the secretary’s report, minutes from the last meeting, the financial reports, our statement of financial position, statement of revenues, expenditures and changes in net assets, committee reports, executive directors report, all of those things that are reports, they’re just reports. This is what happened. This is a snapshot of where we were financially. Reports don’t benefit from discussion. Now, they may need elaboration and they may need to be corrected.

I used the example I was reading the minutes one time with an organization on whose board I served. Under members present, my name is not listed. Under action, there was a listing where I made a motion. I was a little curious, how did I make a motion when I wasn’t present. That was simply an error, so that could be corrected.

Sometimes there’s a responsibility for boards to take what I call perfunctory action. The board is going to approve the employee of the year, the volunteer of the year, etc. These are things aren’t going to be debated on their own merits. We place them on the consent agenda, then by one motion, there’s a motion that the items on the consent agenda be approved. It’s voted on and they’re approved. All those items are approved. Then at that moment, we move on to other items that are on the agenda.

Somebody else asked a question, “Any suggestions for if the CEO lacks the time/focus to manage the board of directors? Do you know if any organizations have the director of development manage the board of directors?”

Rachel, I want to . . . I’m going to actually turn that upside down. So, the question about the CEO having the time or focus to manage the board, it’s not the CEO’s job to manage the board. It’s the board’s job to manage the board. That effort is championed by the chief officer of the board which is the board chair. So, it would be even a greater mistake to have the director of development manage the board than to have the CEO manage the board.

Now, both the CEO in support of the director of development served the board, but again, our job is to equip the board so that they can do their job and part of the job is to manage themselves. So, that’s one of the reasons why I want to have a governance committee in place. If we have issues about board management, I’m going to address that from a staff standpoint. I’m going to address it through the governance committee and one of the first things I’m going to do is to provide the kind of education and support necessary to equip those individuals to do their board.

One more thing I’m going to look at, Melanie raised a question and said, “We use a strategic initiative committee who are responsible for discussing opportunity linked with strategic direction, but takes us out of the AOP.” I’m not sure what the AOP is. “They also organized the annual board retreat and monitoring and reporting on the strategic plan and it’s effective.”

I appreciate that. Here’s what I want to say. If you have a structure that’s different and it is effective, please don’t change it. If it’s fixed, don’t broke it. If it ain’t broke, don’t fix it. One of the things that we’re seeing across the board as it relates to strategy and strategic planning is that we’re seeing fewer and fewer strategic planning committees of the board and rather, bringing the strategic thinking and strategic goal setting into the boardroom in total. But then if we need somebody to go into a more in depth in a specific process, we may establish what we would call a strategic planning task force that has a limited timeframe.

So, just a handful of thoughts. I wish we had more time, Steven. I’m keeping my eye on the clock. I noticed we’ve got just a few minutes left. A couple of other things I wanted to do here before we wrap up and that’s first of all to go back and quickly review the five big ideas. Number one, getting on the same page. We have to have a page if we’re going to invite people to get on that page. Then number two, clarifying the roles, making sure everybody understands what role belongs to who.

Then disciplining ourselves and the organization to stay in our area of purview and stay out of the areas that are beyond our purview. Number three, creating purposeful committees, give committees important work to do and then allow them to do it. Number four, dealing with the executive committee and that involves similarly the executive committee should do what only the executive committee can do. The executive committee should not do the things that belong to the other purposeful committees. Then don’t manage the people, do manage the agenda.

Now, I would love to take just a moment here to hear what would you say is the most important point for you. What is the most important point for you for today for your organization? If you would take just a moment and maybe jot something down in the chat box, love to see those responses. As you’re doing that, here’s my request and that is I want to urge you to apply the most important point for you to make application of it in your setting. To do so, the question is what are you going to do differently.

As a result of our time together today, what will you do, when will you do it and how can you hold yourself responsible? So, I see a handful of responses here and I want to say thank you for your responses, the use of committees, the clarification of roles. Somebody’s celebrating the fact that it’s not the job of the director of development to manage the board. Yeah. Let’s all celebrate that together. The clarification of the role of the executive committee. Steven, I hope these responses will be available offline because I would like to go through and read each of those and digest them and understand what I can from the responses that people are making.

Just before I hand it back to you, Steven, let me just say again that my hope is that this will allow each of us to see beyond the present, to look differently into the future than we have in the past and come up with ways that can be beneficial in your organization so that it’s no longer an accidental board but you can become an intentional board, understand why your board doesn’t work, and to have the optimism and the encouragement to know.

So, with that, I just want to say a big, big thank you to everybody for your kind attention. I wish we had more time together, but I want to wish everybody all the best as you go about building your intentional board. So, with that, Steven, let me just hand it back to you.

Steven: Cool. That was awesome, Kent. Thanks so much. Obviously a wealth of knowledge here. So, if you didn’t get your question answered, please reach out. Kent, I assume it’s okay for them to maybe email you or send you a tweet, something like that.

Kent: Absolutely, or on screen you can see. Feel free to connect through

Steven: Yes. And buy his book, by the way, really good book, really smart guy, obviously. Kent, this was awesome. Thanks so much for taking time out of your day and drive safe on your way to Kansas City here in the next hour or so.

Kent: You’re very welcome. I always enjoy being with you and the people you support.

Steven: And thanks to all of you for hanging out with us for an hour so. I know it’s a busy time of year. Maybe you’ve got some events going on in the spring here. Thanks so much for joining us today. We’re going to send out the recording as well as Kent’s slides. Give me about an hour or so and I’ll have that in your hands today. Check out his website. Check out the Bloomerang website as well. We’ve got some free resources as well.

We’ve got some great webinars coming up over the next few weeks or so. Our next one is actually six days from today. We’ve got a special Wednesday edition. I know sometimes Thursdays are not the best time for people. We’re going to mix it up a little and we’ve got Linda Lysakowski joining us, who is one of only about 100 ACFREs in existence and she’s going to talk about kind of finding your best major gift prospects and other ways to find some good donors who may be hiding in your database.

So, if that is of interest to you, we’d love to see you next Wednesday. If not, we’ve got a lot of other webinars scheduled out throughout the summer on our webinar page right there. Just hit our website, click resources and then click webinars. But we’ll call it a day there.

Kent: Linda is awesome.

Steven: Yeah. She’s really good. That’s going to be a good one. Do not miss it. She’ll be almost as good as Kent was today, I suppose.

Kent: Don’t dare say that. She’s way out in front of us.

Steven: Yeah. She is awesome. I thought I’d just butter you up a little bit. We’ll call it a day there. Look for an email from me with all the goodies and hopefully we’ll see you again next week. If not, have a good weekend and hopefully we’ll see you again sometime soon. Bye now.

Kristen Hay

Kristen Hay

Marketing Manager at Bloomerang
Kristen Hay is the Marketing Manager at Bloomerang. From 2018 - 2020, she served as the Director of Communications for the Public Relations Society of America's local Hoosier chapter. Prior to that she served on several different committees and in committee chair roles.