sallie saunders building better boards pty ltd better boards conference july 2012

Sallie Saunders

Building Better Boards Pty Ltd

Better Boards Conference July 2012

Where’s the problem?

Difficult board member or ‘healthy dissenter’?

or Is the whole board in trouble?

July 2012 Sallie Saunders, Building Better Boards Pty Ltd

Difficult board member or ‘healthy dissenter’?

Has the board lost focus? Are meetings badly run? Are Board agendas poorly developed

and/or not followed? Is the Board culture closed or open? Is the trouble maker really a ‘healthy

dissenter’ trying to refocus the board?


Boards in trouble

Create negativity and disagreement Can be dominated by cliques and

factions Take problems outside the boardroom Clash with staff and stakeholders Need expert help to work through the

trouble


Difficult board members

Can disrupt the work of the board Promote conflict May have personal agendas, behaviours

or conflicts of interest that prevent them from being effective board members


Grin and bear it?

“Fearing the pain involved, almost all of us, to a greater or lesser degree, attempt to avoid problems. We procrastinate, hoping that they will go away… We attempt to skirt around problems rather than meet them head on.”M. Scott Peck, The Road Less Traveled


The case for action

Difficult board members caneclipse the talents of other board membersstifle fresh contributionsundermine efforts to recruit new peoplefrustrate valuable staff membersblock healthy growthwaste valuable resources of time and talent


Who should act? The responsibility for the board’s effective work –

both governance and support – is the

responsibility of the Executive Director [CEO] Peter Drucker

Sometimes a board will “follow” a strong staff. Sometimes it will lead the organization. Ideally it will demonstrate flexibility in continually redefining its partnership with management…Executive Directors

Guide, Third Sector New England, Boston MA


Managing trouble

Requires: the combined efforts of all board

members - not just the chairperson Courage and conviction Skill development


Focus on behaviour

beware labelling and isolating “the one with the problem” from “normal us”

focus on difficult behaviour and try for face-saving solutions

deal with the negative consequences of behaviour rather than condemn the individuals who display it


Some troublesome behaviours Board member is regularly absent,

arrives late or is unprepared Board member confuses roles and

responsibilities with those of the CEO Board member discloses confidential

information and/or criticizes the organisation in public

Board member bullies or displays a controlling personality


Some strategies for change Develop position descriptions for board

members and keep boundaries clear Develop effective feedback skills Be prepared to speak up about what the

problem is, why and what you would like to change

Call in an expert Check the legal issues Stay calm and carry on!


Help the board to change Reserve board meetings for work that has

meaning -use a consent agenda Communicate efficiently – short sharp reports Use IT systems well Help the Chair establish rules for discussion so

that ‘time vampires’ are controlled Clarify perceptions & positions so that robust

debate generates options rather than road blocks Research learning opportunities for the board


Preventative strategies Carefully recruit new board members with:

Humility and self-awareness A sense of humour An ability to see the big picture and think strategically Emotional maturity Good communication skills A learning orientation to board work

Provide a trial period and set term limits Form a board development committee Develop a Board Code of Conduct and enforce it Establish a termination process Incorporate conflict resolution and consensus-

building strategies


Parting ways

A process not an ambush A choice Handled best by peers A group process Not the end of relationships A loss Requires discussion and time to adjust


sallie saunders building better boards pty ltd better boards conference july 2012

Documents

better boards pty

sallie saunders

board agendas

board culture

better boards conference

ceo board member

effective board members

unprepared board member