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by Peter Fissinger
Whenever I’m getting to know members of a client’s board, I like to ask this question: “What is your board’s most important committee?” Since I’m usually brought in to discuss fundraising, most respond with the answer they assume I want to hear: the fundraising committee. Not far behind is the finance committee. One answer I almost never hear is the nominating and governance committee. Yet, in my view, it is the single most important committee and the lifeblood of any competent board.
As nonprofits nurture their missions during these turbulent times, they need boards that are up to the task. The nominating and governance committee chooses new board members, defines how members understand their roles, and supports the culture that sets a great board apart from an average or subpar one.
An organization’s entire board-development strategy flows through the nominating and governance committee.
After two and a half decades working with nonprofit boards and more than five years serving on the nominating and governance committee of the YMCA of Metropolitan Chicago, I’ve developed the following list of 10 key ways to ensure this vital committee performs as well as possible.
Envision the ideal board. In selecting board candidates, the committee members should start by asking themselves a set of critical questions. These include: What capabilities and skills will the board need to help fulfill the organization’s mission? What corporate representation should the board pursue? What gender, age, and racial/ethnic diversity will the board need to represent the community the nonprofit serves and its stakeholders? Many nominating and governance committees create a talent grid to help identify and track the abilities and characteristics they are seeking in board members.
Create or update a clear description of the board-member role. Before deciding to join a board, most discerning candidates will want to know what is expected of them. How often, for instance, does the board meet? What sort of committee participation is expected, and how frequently do those committees meet? What level of meeting attendance is acceptable? What are the fundraising expectations in terms of both personal giving and soliciting support from one’s personal network? How are these fundraising goals interpreted in the context of diversity goals? Be sure also to prominently include the board’s mission in the role description.
Assess the board’s committee structure. High-performing boards get things done through their committees. That means the committee structure should reflect the board’s role and work in governing the organization. To streamline decision making, committee heads also typically serve on the board’s executive committee. Often board committees include non-board members, which extends the expertise available to the board and brings in prospective board members. Most boards can address their needs with six to eight committees. Most commonly, these are the following: executive, finance, development (which often incorporates marketing), programs, facilities, and nominating/governance.
Develop a substantial pipeline of prospective board members. A 30-member board should have a pipeline of 20 to 40 prospective members. All board members can help build the pipeline, and staff can do important research to expand the list. If a board includes executive recruiters, tap them as a key resource. They are often aware of new executives in town who are looking to join a board and are not already overcommitted with volunteer obligations.
Meet with prospective board members, often more than once, before offering an invitation to join. Joining a board is a serious proposition, and spending time with prospective board members is an excellent way to convey that message. This responsibility can be divided between members of the nominating and governance committee. Other participants should include the CEO or executive director as well as other staff members who work with the committee. This is also an opportunity to further sell the nonprofit’s mission and clarify the responsibilities of all board members. Be sure to provide thorough and transparent answers to all questions prospective trustees ask.
Create a meaningful orientation process for all new board members. From the moment someone joins a board, that person is evaluating the experience and seeing if he or she fits in. Early personal outreach creates a positive first impression and motivates people to become engaged. In addition to providing an orientation, consider assigning mentors to new board members and immediately engaging them in a committee. New members should, of course, receive strong introductions at their first board and committee meetings.
Create an annual scorecard for board members, and share it with them. Keep track of key accomplishments, such as meeting attendance, event participation, and annual fundraising. Conduct a follow-up conversation with each board member to ask whether they all received the scorecard, if the information shared is accurate, and how they feel about their work on the board.
Survey board members every year. This survey might include open-ended questions about their board experience, feedback on the content and quality of board meetings, whether they feel they are serving on the right committee, and candidates for board membership. Compile the results of the survey, and share them with the whole board.
Move out disengaged board members. Many boards contain what is commonly referred to as “dead weight,” members who are not engaged yet somehow stay on the board for years while barely participating. This is almost always the fault of the board, not the individual. Each board seat is precious and should be treated as such.
Term limits are a good way to make sure boards regularly bring in new members. But even without terms limits, members who are not involved in the life of the board should step down and make way for new blood. The steps above open the way for constructive conversations with ineffective board members. And if board members receive regular feedback about their participation, these conversations may not be as difficult as expected.
Build a succession plan. Who will be the next board chair? How many candidates are available to lead committees and assume board leadership? Ideally, two to four potential future board chairs should be on the radar because circumstances may change, and some candidates may remove themselves from consideration.
When these steps are followed, the nominating and governance committee can fulfill its crucial role: building boards that help organizations navigate crises and seek out new opportunities.
As nonprofits scramble to meet today’s multiple challenges, it’s time to recognize the value of this often-overlooked committee.