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Board Culture and Strategic Governance
Robert Nelson, CAE Nelson Strategic Consulting
Looking into the Future
Are you committed?
Or just interested?
Awesome Responsibility
High Performing Boards
§ Culture of candor, respect and inquiry
§ Appetite for continual learning & improvement
§ Think and act strategically
LEGAL DUTIES
Legal obligation to be informed and active participants in governance May be personally liable for failing to comply
Duty of Care
§ Diligence, care and skill that a ordinarily prudent person
§ Prepare and participate § Review financials § Protect assets, expend
in members’ interest § Ensure organization has
written polices and controls
Duty of Obedience
§ Remain faithful to and pursue the goals of the organization
§ Comply with laws and regulations
§ Comply with governing documents
Duty of Loyalty
§ Act in the interest of the organization and not for personal gain
§ Conflict of interest § Confidentiality
HIGH PERFORMING BOARDS Strategic Thinking Boards
Think Strategically
Key Recommendation § The greater the strategic
orientation, the better the board performance
Time Spent Thinking Strategically
Thinking Mode
Strategic Thinking
Non-strategic Thinking
Time Spent Thinking Strategically
Thinking Mode
Strategic Thinking
Non-strategic Thinking
Time Spent Thinking Strategically
Thinking Mode
Strategic Thinking
Non-strategic Thinking
Strategic Thinking
Thinking conceptually, imaginatively, systematically, and opportunistically with regard to the attainment of success in the future, while simultaneously considering the larger environment or broader context, and the immediate environment.
Strategic Thinking Experiences
Intentional
Change in Culture
Revolutionary § Rapid, dramatic change § Sudden transformation § Can lead to dramatically
improved (or changed) performance in a relatively short period of time
Evolutionary § Slow, continuous change § Incremental § Over time, can lead to
significant improvement in performance
Transition
Managing Transitions, William Bridges
Vision
§ Future state § Well articulated § How much to share § Timing
Champions for Change
§ Early on § 5 to 10 percent § Develop change strategy § Support need for transition § Support behavioral change
needed to transition and maintain new practices
Create Change Strategy
Change the Agenda
Traditional Agenda § Approve Minutes § Committee Reports § Financial Reports § Old Business § New Business
Strategic Agenda § Strategic Dialogue § Strategic Actions § Performance Oversight § Consent Agenda
How would you describe
the your Agenda?
Strategic Issues
§ Big issues with strategic significance § Invest time in identifying the issues § Environmental scanning § Non-board stakeholders § Board meetings
Strategic Dialogue
§ Doesn’t require action or decisions
§ Intentionally carve out time § Agreement that no decisions
will be made § Create of ideas § Form shared meaning § Free flow of diverse
perspective
Dialogue
§ Free flow of meaning between board members § Explore with honest curiosity and understand
the meaning of what people are saying § Seeks to understand and build upon what has
been said § Understand the assumptions of others and
recognize your own
Generative Thinking
§ Bring data, information and knowledge to the board un-packaged
§ Frames issues § Produces sense of what
data, information and knowledge mean
§ It is where goal setting and direction-setting originate
Dialogue Before Deliberation
§ Common understanding § Thoughtful consideration
& inquiry § Promotes understanding
of beliefs, assumptions, values impacting how we see situation
§ Persuade § Advocate § Enlist § Justify a position as right § Come to a conclusion
Informed Decision Making
Process of Inquiry
§ What do we know about the strategic position of our organization related to this issue?
§ Does this really align with our strategy? How?
§ How does this reflect our priorities?
§ What assumptions do we hold about this issue?
§ What is happening in the environment that could impact this issue? Looking forward, how is the environment evolving?
§ Looking back over a period of time, what changes appear to be happening that might be associated with the issue?
Tools of Inquiry
§ What other ways could we handle this issue? § Why is the issue occurring? Engage Toyoda’s 5 Whys
and ask the question multiple times. § How could we get a broader perspective of the issue? § What critical information do we need to know to
solve this issue? § What do we know we know about this issue? § What do we think we know about this issue? § What do we know that we don't know about this
issue?
Loyal Opposition & Support
§ Pre-designate § Use tools of inquiry § Strategic arguments
Strategic Dialogue is the goal. Script out your Loyal Opposition and Loyal Support. Use Tools of Inquiry.
Protect Against Group Think
§ Awareness § Chair can play an important role § Create a culture where
disagreement and diverse opinions are valued
§ Encourage an atmosphere of open inquiry
§ Challenge assumptions § Always consider unpopular
alternatives § Devil’s advocate § Agenda design § Breakouts
Chair Preparation
§ Development, ongoing § Pre-meeting prep call § Talking points § Strategic questions § Manage / facilitate
meeting § Post-meeting debrief
Governing Mission
§ Primary governing responsibilities and functions
§ Disciplinary tool § Clearly defines what the
mission of the board is
Governance Structure
§ Aligned with the governing work of the board
§ Not aligned with administrative / operating or program functions
§ Benefits: Ø Facilitates a focus on strategic
level issues Ø Protects against micro-
management Ø Protects against silos
Clearly Defined Roles and Responsibilities
Board § What § Policy § Strategic Direction § Define & Ensure outcomes
Staff § How § Execution § Operational / Tactical § Empowered to work
through details
§ Job descriptions § Strong volunteer / staff partnership § Respecting decision maker § Annual board orientation / briefing
Governance Development
Effective Board Leadership
Effective Leadership § Define & Delegate § Outcomes Desired § What Happens Next § Using Information
Leadership Failure § React & Ratify § Activity Required § What’s Already Done § Collecting Information
Strategy Development Formula
Cycle of Strategy Development
§ Strategy development is an ongoing process, not a retreat
§ Engaging with components throughout the year Ø Ensures solid market
position awareness Ø Contributes to development
of good strategy Ø Builds the strategic capacity
of the organization
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Dare To Dream
Are You Committed or Just Interested?
If You’re Interested… § Perceived difficulty >
perceived value § Do it if the circumstances
permit § Reasons
If You’re Committed… § Perceived Value is >
perceived difficulty
§ Do it no matter what
§ Results
§ What will I do differently?
§ How will I know I am making progress?
§ What are my next steps?
