Governing Boards – Craigslist Foundation Boot Camp 2011

At this year’s Craigslist Foundation Boot Camp, Vance Yoshida, Senior Manager at La Piana Consulting, and Lynn Luckow, CEO of Craigslist Foundation, presented an informative session on "Governing Boards: From Good to Great." Vance and Lynn provided useful tips on a common and difficult issue for many nonprofits: how to create and maintain a strong board of directors. Below we’ve shared some of the key takeaways from this session. 

Getting the Right People on the Bus

Vance stated having the right people on the bus to take you where you want to go is the most fundamental element to having a great board. He suggested board recruitment should be similar to recruitment for a sports team. You need particular skill sets but skill sets only get you so far; these individuals have to be able to come together to work as a team. Having a superstar does little good for the organization if he or she is unable to work well with others.

Additionally, recruitment cannot be left to chance; it must be strategic.  For example, Lynn cautioned against assigning the responsibility of recruitment solely to the outgoing director who is creating the vacancy on the board. The practical result, he stated, is that the outgoing director will find someone just like him; this may not be a beneficial situation in terms of growing the organization, striving towards greater diversity, reaching new networks, and meeting other objectives that require a more strategic approach.

Lynn also emphasized that recruitment should account for the potentially changing role of the board as the organization changes. Lynn highlighted that in the early stages of an organization, the directors are often “do-ers,” taking responsibility for tasks that would otherwise be delegated to staff such as lending their expertise in finance and marketing to help get the organization going. However, later in an organization’s life, there may be a lesser need for “do-ers” and a greater need for visionaries on the board who can help stretch the organization, not just monitor it. A director who initially joined a “do-er” board may not like the changing role of the board or may not find the work as fulfilling as the organization changes, in which case it might be necessary to recruit a new board member who better fits the current direction of the organization. 

The alternative can be true as well, for example, with a fiscally sponsored project that intends to apply for its own tax-exempt status. The advisory board of a fiscally sponsored project may not want to take on the responsibilities and workload necessary of the founding board of the new tax-exempt entity, in which case the project may need to recruit individuals to the advisory board who are willing and able to help with the transition to a governing board of directors. (For more on fiscal sponsorship, please see our previous posts here.).

Vance furthermore noted that transitioning from a volunteer workforce to staff can also change the responsibilities of the board. As Vance pointed out, the tricky part with directors who continue to also serve in staff capacities is that the directors need to understand that in doing so, they are helping the organization in a non-director capacity and will report to the Executive Director or other staff.

Vance and Lynn gave the following tips for strategic recruitment:

  1. Evaluate the context of the organization – e.g., the need for a “do-er” board.
  2. Think about where you want the organization to go strategically and what is needed to get there.
  3. Evaluate the prospects’ ability to contribute to strategic planning – e.g., strong understanding or willingness to learn about the programs and those served by the organization, passion about the organization’s mission, etc.
  4. Use a governance or nomination committee for assessing recruitment needs and making nominations.
  5. Periodically review the governing documents of the organization such as bylaws and ensure they continue to meet the needs, and work with the strategic plan, of the organization, and don’t just honor them – e.g., increasing the number of authorized directors in order to create necessary committees.
  6. Involve the Board Chair and/or Executive Director in the recruitment process.
  7. Think beyond traditional expectations of the board; think in terms of value-add (i.e., what you need on top of those expectations to take the organization to the next level).
  8. Evaluate prospects in terms of their board potential beyond their initial term – e.g., potential future board chair, likely to serve a second term, etc. 
  9. Have mechanisms in place for getting the right people off of the bus such as conducting board assessments, implementing term limits, and having a Board Chair who is willing to have the often difficult conversations such as resignation or removal with a director should it become necessary.

Creating an Environment for High Impact

Lynn stated more often than not, there is not enough expertise among the directors to know where the organization ought to go or how to plan for the future of the organization. Thus, Lynn suggested that 50% of the board’s time should be spent on learning about subjects such as the organization’s mission and programs, and who the organization serves.  Lynn also advocated for never allowing board members to bring finished thoughts to the table, meaning board members should come ready to engage in discussions. 

Vance and Lynn reminded all of us that board service is not a natural activity in the sense that organizations need to devote time and resources to orient, educate, and familiarize directors, and put them in a role where they can make a difference. The importance of training and giving directors the tools they need to accomplish their tasks should not be ignored. 

Alternative Roles

Although not a topic of the main presentation, a common question from the audience during the Q&A portion related to non-director roles in capacities such as member of an emeritus board or advisory board, and how that compares to the board of directors. This can be an area ripe with problems for the unaware.  For more on the distinction between a governing board and other roles, please read our post  “Advisory Board v. Board of Directors – A Distinction with a Difference.”