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Submitted by Sandi Humphrey on August 17, 2008 - 15:04.
I voted "no" to the CEO being a voting member of the Board. The primary reason behind my point of view is that no NPO will be high performance if both of the very distinct and critical functions of governance and management are not clearly defined and discharged. NPO executives have complained my entire lifetime about their boards interfering in operational matters. The other side of that coin is that executives should not be interfering in governance matters. You can't have it both ways. This point of view , of course, speaks to the need for the board to take ownership and responsibility for its governance success (i.e. through the establishment of a board development committee that ensures training, orientation, policy-making, succession planning and performance evaluation of individual board members and the board as a whole takes place on an ongoing basis). The CEO's job is NOT to determine the willed future of the organization - that lies clearly with the owners/members. The CEO's job is to turn that willed future into reality within the confines of board policy. CEO's are NOT owners - they serve at the will of the board. This opens up an issue I feel strongly about. When the board is seeking a new CEO, should it look for someone with experience in their profession/trade/sector, or an individual with leadership experience and competencies in the NPO sector? Put another way, would the association of widget-makers be better served by hiring a widget-maker as their CEO, or an individual with competencies in NPO leadership (i.e. government relations, strategic management, NPO law and finance, membership and volunteer development). In my view, the latter is the best choice. The former (a widget-maker) simply invites and encourages the CEO to wade into matters that are clearly the responsibility of the board (i.e. determining organizational policy and priorities). Think I'm using different words to basically say what Chris did in his interesting and troublesome post. The challenge on a global level, I think, is to turn bright and capable individuals who agree to serve on a board into people who truly understand what their job truly is. For me, that requires a willingness to learn on the part of the board member. After all, governance is NOT instinctive - it MUST be learned.
Submitted by Chris France on July 22, 2008 - 05:00.
Chris France Governance Consultant in Auckland NZ, specialising in Non-Profit governance. Hi Nancy, An Executive Director, not a common term in the NZ market, but I assume it is a board member who also has day to day executive responsibilities? On that basis there is simply an inevitable conflict of interest around any board decisions that affect day to day decisions of management. There is a further complication that arises when it comes to executive appraisal as there is a further conflict, AND the 'appraised' is also the appraiser. There is simply a difference between governance and management, and having people sitting at both tables is confusing. Here in NZ, our Ministry of Education (the government department charged with responsiblity for education) decided in its wisdom to make the Chief Executive/Principal an automatic member of the School Board of Trustees. It simply means that the board has to continually stay alert to the question "is the principal talking as our CEO or is he/she talking as a member of the board". Interestingly enough it has had a considerable impact in my mind on the professional development interest of principals. At our NZ school trustees conferences each year (say 600 people odd) there are never more than 5 or 6 principals present. I think this is because they understand they are on the board 'as of right' (along with 1 school teacher) and have no obligation to the board as a board member only as their CEO... the Boardsource conference I attended in Chicago in Nov 06 had a 1000 people of whom 350+ were CEO's. I quizzed many of them and they all believed they had a role to play in the development and growth of the board, as well as needing to understand how to get the best out of their board to assist their taks as CEO. These attitudes largely elude the thinking of our schol principals and a part of that is realted to their dual status... all very confusing, and after 4 years working closely with school boards here, sadly deeply destructive of the professional evolution of boards.
Chris France
Submitted by Nancy White on July 2, 2008 - 17:14.
I'd be curious to know why people have said yes or no! |
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I voted no because it confuses the role Executive Director (CEO) and the board. An executive director, as an expert on the operations of the organization and the field in which the organization is designed to make a difference, would likely be the most influential person in the room any time that the board meets. I cannot envision a situation where the CEO's vote against either a majority of the board or a minority is going to have a positive long term affect. Careful articulation of the board's expectations for organizational performance and how the board plans to link to operations will clarify the role of the CEO. This will also limit the confusion that might be caused by the CEO thinking that his or her vote on the board should be seen as a viable leadership tool.
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Glen Peterson
CapacityPartnership.com