Ten red flags on non-profit boards

Whenever I talk to chairs and trustees there are certain things that set my alarm bells ringing. Things that are likely to mean that the way the board runs is more challenging overall. Of course there will be many boards that prove me wrong, but here are some indicators to look out for.

1.Trustees who have been there for ever

10 years is probably the longest time that a trustee (including Chairs) can serve on a board and stay fresh. These older hands can exclude an aura of complacency ‘this is the way we do it’ and generally keep newer trustees under their thumbs and inhibiting change. Trustees who have been in post for 20 years are unlikely to be welcoming of change (though I am always delighted when I am proved wrong).

2.CEOs who have been there for ever

What is true for trustees is true for CEOs and senior staff. If a CEO has been in post for 20 years they will (or should have) worked with many trustees. The organisation is moulded to their image and way of doing things. Many long-term CEOs are positively insulted by new trustees trying to do things differently or introduce new ideas. I think it’s better if CEOs leave after 10 years, just like trustees should.

3.Founders

A special category of either of the above is founders. Founders tend to think the world, or at least the charity, owes them a living. They stay longer, don’t abide by the same rules as everyone else, invite their mates on the board, and generally treat the organisation as their personal fiefdom. Of course there are many who don’t. But just like CEOs and trustees, founders should do 10 years and then move on.

4.Wives & husbands, families, and close mates on a board

People who know each other outside the board is great. It’s good if board members socialise and see a broader side of their fellow board members. What is not good is relationships which will be put above the primary loyalty to the interests of the charity. I have been told of a husband as Chair and wife as CEO, of two best mates from Uni as Chair and CEO, and a Chair packing a board with their mates. Anything where a personal relationship biases people’s judgement is a bad idea.

5.Boards who think the role is just meetings, meetings, meetings.

There is a tendency for boards to be framed by meetings: four board meetings a year, one awayday and a sub-committee is a typical recruitment ad. The inference is that trustees can read a few papers, turn up, say a few things, and go home. For me, at least half of a board role is outside the formal meetings. Email discussions, meeting people, discussing knotty issues, seeing the organisation in action and so on. When all the work is expected to be done in four meetings a year, of 3 or 4 hours, something is lost

6.‘Sleeping standing up’ trustees.

When I worked in the Brazilian rainforest many years ago, they had a term for trees that was ‘dead standing up.’ They had died but not yet fallen over. It’s possible to be a trustee a bit like that. They say little, contribute little, go through the motions, add little value. I call these ‘sleeping standing up’ trustees. They appear to be doing their job but look closely and it’s a façade. In the film world it would be called dialling in a performance.

7.Chairs and CEOs who don’t allow challenge or stitch things up.

‘Sleeping standing up’ trustees is particularly difficult when combined with Chairs or CEOs who really don’t want the board to do much. or say much, or interfere with much. Trustees get a kind of ‘learned helplessness.’ It doesn’t matter what trustees say or do, the CEO or CEO & Chair just do what they wanted to do in the first place. One of the biggest duties of trustees is to question, quiz and query what is happening (in the privacy of the board meeting or one on one).

8.Shouting and swearing!

It’s hard to believe but I hear tales of CEOs or Chairs swearing or shouting at their trustees and their staff. But I do. One trustee told me how the Chair gave her a full-frontal tirade when the trustee had rightly questioned the Chair on something. No volunteer should put up with that, indeed no staff member should put up with that.

9.Boundary-crossing trustees and CEOs

One of the biggest sources of unhappiness on a board is when either staff or trustees cross the lines between the role of staff and the role of trustees. On my first board role the CEO let slip that the Chair sent him 10 messages a day of things he should be doing. Equally I know of CEOs who write organisational strategies and are highly resistant to changing it just because trustees don’t like it.

10.Long boring meetings and long boring board papers

There should be a competition for the longest board papers for a charity. I’ve sat on a board where 250+ pages is the norm. I have heard of boards where 500+ pages is common (mind you I suspect local councils beat charities for the length of board papers any day). But how is any trustee meant to read all those papers, sort out the verbiage from the important stuff, in a world where pdfs are now the norm. And guess what – when your board papers are 250 pages, you need longer board meetings to go through all that paperwork. All this makes it extremely hard for a trustee to identify the big issues, and make sure they have given it the time and thought they deserve.

I would hate anybody to think this list is exhaustive, nor is it definitive. Some boards will have of these features and still do an amazing job. But I have often found these features are warnings signs, that the governance of a board is not great. Let me know your thoughts on joe@heyheyjoe.info