On Nonprofits
April 2005

EXCLUDING THE E.D. FROM BOARD MEMBERSHIP
DECISIONS IS GOOD PRACTICE – REALLY!

Q:  Our board is making decisions about who should be asked to serve and who should be asked to resign without getting input from the executive director.  Is this common? 

A:   Is it common?  No.  But, while I sense that you are a bit uncomfortable with this, I wish more boards took this approach. 

There is little question that executive directors typically have a better idea than do most board members of the skills, experiences and characteristics needed on their boards.  The most obvious reason is that they are immersed in their organizations’ day-to-day operations.  This tends to give them a greater grasp of the totality of issues than even the most dutiful directors can garner from reading their updates, attending meetings, and participating in the myriad of organizational activities.  There are other equally valid reasons.  For instance, if the executive director wrote the vision statement – which I am not recommending, though it is common – s/he would be better able to articulate the needs than anyone else.  Executive directors are often the first to see or hear of those interested in serving because they almost always have their organizational hat on while out in the community.   And, most executive directors have worked their way up the industry’s career ladder and have experience with a number of boards or have at least read the literature.  So presumably they are aware of the roles and responsibilities that are most appropriate and effective. 

Conceding all of the above, executive directors still should not be influencing the decisions around who should be asked to serve and who should be asked to leave.  And, they certainly shouldn’t be doing the recruiting.  The overpowering reason is that boards are responsible for supervising their executive directors.  Board members often forget or overlook this when they’ve been brought on by the executive director.  Their allegiance tends to lean toward their executive director rather than the organization and the community they serve, and this can lead to a conflict of interest with the potential for disastrous results. 

This does not mean that executive directors should stand aside and do nothing.  There are four critical steps they should be taking on an ongoing basis: 

1.      Ensure their boards understand their responsibility to their organizations’ mission and vision.  

2.      Help their boards draw up a plan for strategically recruiting new leadership.

3.      Guide their boards in defining both accountability measures related to board service and a list of consequences for not meeting those measures.

4.      See that their boards review their bylaws so that topics such as term limits, the definition of “cause,” and procedures for removing people from office are specified in line with current thinking.

If the right parameters are in place, executive directors should be able to feel confident about the choices being made around board membership.  They should also feel a sense of relief as this time-consuming burden is lifted from their shoulders.