BoardFraming200x200As we continue this extended series on good governance, we have moved from considering the why and how of board ownership of its performance to considering the importance of the board’s focus on ends rather than means. In introducing this segment, I described effective board engagement with ends as follows: They screen their agendas, prioritize their engagement, allocate their time, frame their issues, craft their policies, and limit their solutions in terms of ends rather than means.

What constitutes board business anyway?

Not everything is board business. Not everything deserves a board’s time or can profit from its involvement. Not even everything that might appear on a board meeting agenda. True, not a few boards have a tendency to wander off the reservation and meddle. Boards need to be reigned in from time to time. A good board chair knows when and how to do that.

Two highly useful questions

But many boards have the opposite problem. They simply take up whatever issues appear on their agenda without ever asking two critical questions:

  • Is this matter really a board issue?
  • How can we resolve this issue in terms of ends rather than means?

The first question serves as a filtering device. The second serves as a framing device. Boards that get in the habit of subjecting every potential agenda item to those two questions are much more likely to govern well.

The anatomy of agenda creep

Consider the following example: The president reports that faculty members are expressing escalating concern about their compensation. The president requests a board discussion of how to respond. Several board members have also heard about faculty compensation dissatisfaction. So, the matter is placed on the board agenda and, after an hour of rambling and sometimes heated discussion, the board approves a 10% increase in faculty compensation. You will not be surprised to learn that faculty compensation thus becomes an annual board agenda item.

It doesn’t have to be this way. In fact, it shouldn’t be this way. If the board makes use of the simple filtering and framing questions I suggested above, it can address rather than avoid the matter while at the same time ensuring that the issue need not occupy board attention year after year.

Applying the filtering/framing questions

Question 1: Is this matter really a board issue? The answer depends on how you define the words “this matter.” It seems to me that the real board issues here relate to at least the following policy matters: institutional values, budget, compensation philosophy, and benchmarking. Has the board adopted core values that speak to the issue of employee care and organizational climate? Has the board developed a budget policy that, for example, calls for both a balanced budget and the justification of major expenditure categories by means of their alignment with core values and strategic priorities? Has the board adopted a compensation policy that calls for benchmarking, perhaps even designates a specific benchmark for faculty compensation, or at least requires that the administration propose such a benchmark for board approval?

By now, you are probably anticipating how the answer to the above filtering question begins to supply the answer to the succeeding framing question: How can we resolve this issue in terms of ends rather than means?

Looking for the policy gaps

Rather than attempting to decide whether faculty compensation should be increased in light of escalating complaints, under normal circumstances, the board should seek to clarify whether it has adopted policies regarding such things as institutional values, budget, compensation philosophy, and benchmarking and, if so, whether those policies are adequate to guide the administration and to what extent they are being applied faithfully by the administration. Where policies are missing, inadequate, or violated, the board should act—but in terms of policy, not operational intervention. No matter how much the president solicits a specific board decision relative to a potential faculty compensation increase, the wise board will refuse. Instead, the board should employ the filtering and framing questions and take action that both empowers and holds the president accountable.

One additional principle comes into play here in the form of this aphorism: Boards should avoid undertaking to discover, discuss and decide any matter in the same meeting. Bad decisions consistently flow from violation of that principle.

Next time, I will continue this line of thinking by offering some specific guidelines to help boards frame policies well.

Fresh gleanings to fuel your leadership awareness, reflection, and conversations …

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