TACKLING THE CHALLENGING BOARD MEMBER
No matter how much effort has been committed to developing a common understanding of the organisation’s mission and strategic direction, in the end, a board’s effectiveness correlates with the level of trust in relationships among board members and between the board and management. Barbara Kaufman
Managing a challenging board member is no easy task. It requires commitment and a healthy dose of goodwill. Natasha Stott Despoja, former leader of the Australian Democrats says, “Developing a team culture relies on good will more than on rules or shared political philosophy. If people are willing to work with you the excitement is palpable. Similarly, if there is bad blood or an unwillingness to give you a go, then appeasement, cajoling, impressive work or experience will not make any difference.” Goodwill in the boardroom and an effective board chair are the keys to dealing with members who find it hard to work as a team.
Profiles of some challenging board members
The following profiles have been adapted from “Grappling with Dysfunctional Board Relationships” by Barbara Kaufman in the Journal of Business Strategy, November/December 2002.
The retired looking for work
This is the individual with time on their hands and a hole in their life because they miss the cut and thrust of corporate life. One way to identify this person is the number and frequency of calls to other board members, the CEO or staff for detailed information about particular issues. Another characteristic is the habit of approaching staff for special reports or conferring with them on board matters.
Keep in mind that these individuals need to be productive so align them with committees, task forces etc. which match their expertise.
Provide these board members with regular positive feedback to sustain their high energy levels.
Ensure that board policy is clear regarding the line between governance and management.
The knowledge expert
This person has been chosen because of their specific expertise, however, this can limit their perspective in other areas. For example, in board deliberations on a particular problem, the knowledge expert will advocate for one “right” solution rather than discussing other options that are available. The plus side to this individual is that they are usually passionate about matters related to their area of expertise; this passion needs to be directed in a constructive way.
Align their expertise with the needs of the board.
Have another board member act as an informal mentor.
The “C grade” performer
This is the person who, if they turn up for board meetings, is ill prepared, asks questions that are already answered in the board papers or simply sits through the process without saying a word.
Establish an informal mentoring arrangement where the expectations of board service can be reiterated.
Ensure board policies are specific on conduct and attendance at meetings.
Ensure that there are fixed terms for board service which allow non-performing board members to graciously bow out.
The special interest flag bearer
This can be the individual with unfulfilled personal vision relating to a special interest, public visibility or status in the community. Tunnel vision means they are closed to anything but their own personal causes.
Use a Code of Conduct to keep these members on track.
Do not alienate these individuals, instead find some common ground and acknowledge the importance of their special interest. Concurrently, reiterate the needs of the whole organisation at this time.
Point out their behaviour is counterproductive to board relationships and decision-making.
The new board member
The new board member and their vote can be “kidnapped” by a particular group on the board that has developed around a particular issue.
Provide a strong orientation and training program to all new board members.
Assign a mentor to each new board member.
What the Board Chair should do
In many ways, the board chair sets the tone for board deliberations and is crucial to managing challenging board members. The key to an effective board chair is clear expectations of the role.
Board members and CEO should be able to expect that the Board Chair will:
Have an open door policy.
Foster an environment that makes board members feel comfortable about raising issues.
Be a good listener.
Be assessed regularly along with the rest of the board.
Have a plan to confront challenging behaviour.
Ensure there is an adequate orientation.
Ensure there is clarification of board member roles and responsibilities.
Adhere to a Board Participation Agreement.
Be a role model for the rest of the board.
Engage in rational discussions during particularly tense board deliberations especially when the root cause is an emotional or political issue.
Establish a strong line of communication with the CEO.
All boards are different because of the mix of personalities, conflicting agendas and a variety of motivations. This dynamic ensures that a board is a multidimensional entity. The role of the Board Chair is to remain neutral and try and get the best out the different talents and expertise of board members. The appointment of the Board Chair is a crucial decision for the long-term effectiveness of a nonprofit board. Peter Drucker says that a basic competence of leadership is “the willingness to realise how unimportant you are compared to the task.” Board members also sometimes need to be reminded of this fact.
Some general advice:
Use peer relationships to manage disruptive behaviour by having another board member act as an informal mentor.
Empower staff members to speak out when board members attempt to get involved in the day to day running of an organisation.
Make sure the Code of Conduct is visible at every board meeting as a reminder of what constitutes good boardroom behaviour.
Time feedback so that it is given when it is the least threatening.
Feedback is best given one to one rather than in a group situation.
Call in an expert as a last resort. They can bring in an objective perspective and fresh alternatives to a board.
Provide quality orientation for new board members that encompass the history, purpose and goals of the nonprofit organisation.
Communicate about the board culture, how business is done in the boardroom and what is appropriate behaviour.
Provide board training on specific issues. If communication in the boardroom is a problem, provide training on the fundamentals of good dialogue.
Board education on an issue that is causing conflict in the boardroom can also be useful.
A challenging board member who disrupts the work of the board is essentially preventing an organisation from carrying out its mission. It takes courage, tact, thoughtfulness and commitment to confront the issue of “bad” board behaviour.
Board participation agreement
The following “Board Participation Agreement” can be used to ensure that board members know what is expected of them. It is recommended that boards take this statement and adapt it to their board’s particular circumstances.
If accepted for membership I will adhere to the following criteria that represent overall participation requirements:
- Develop an understanding, acceptance and promotion of the organisation’s mission.
- Attend all board meetings and committee meetings.
- Engage in recruitment of prospective volunteers from the community.
- Suggest potential board members to the nominating or governance committee.
- Perform delegated assignments promptly.
- Criticism of the organisation and board will be constructive and made through the appropriate channels.
- Attend the organisation’s functions.
- Provide support to the CEO.
- Participate in the organisation’s fundraising activities.
- Abide by the organisation’s confidentiality policies.
The key is communication:
If the communication between board members at a meeting is particularly difficult, it might be useful to negotiate some simple ground rules:
Keep personalities out of any discussions.
Respect other people and their ideas.
Fully participate in board deliberations.
Accept honest criticism.
Providing constructive feedback
The following list provides some helpful hints on the “art” of providing constructive feedback:
|Do not say:||Do say:|
|Do this||Here’s what we need to do|
|You’re confusing me||I’m confused|
|Who did it?||What happened?|
|You’re wrong||Why do you say that?|
|I disagree||I see things in a different way|
|That’s not your job||Let’s who can help us with this problem|