Board Succession and Orientation
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In this section:
Identifying Board Membership Needs
Board Composition Analysis
Board Succession Guidelines
Role of the Nominating Committee
Board Member Orientation
Worksheet
The board is responsible for its own development and ensuring its continuation. The board must focus on creating an integrated board that can handle the management and governance responsibilities of the agency. Remember, the board is the legal entity and authority for the agency, and its composition and renewal is far too important to be left to chance.
Identifying Board Membership Needs
In order to identify the needs of the agency's board, some critical questions must be answered. The board should consider its management and governance needs, and identify the skills and experience required from its board members to help serve the agency at this point in time.
For example, if you intend to build a new facility within the next two years, the governance functions associated with financial management and facility development will be particularly relevant. If you anticipate a review of the mission of the agency, a governance need for strong planning skills should be identified. As part of this assessment, you should also identify the knowledge, skills and experience needed to fill each of the existing board leadership positions. Skills in financial management should be highlighted for the position of treasurer. Skills in meeting effectiveness and policy formulation should be identified for each committee chairperson.
Consider the amount of board-member experience an individual should have before being asked to fill a leadership position.
Board Composition Analysis
To identify its needs, the board should develop a profile of itself, listing its strengths and weaknesses in each area of board work. This allows the board to see itself objectively, and assess its ability to meet the board management responsibilities. This exercise will clarify where the board membership needs strengthening.
The exercise of analyzing board composition should include factors such as the following.
- Representation - years on the board, sex, age and community and geographic location.
- Education - university degree and certification or courses.
- Experience - management, research and public policy.
- Knowledge/Skills - policy, legal issues and contracts, financial analysis, fund- raising, recruitment and training, government relations and strategic planning.
- Contacts/Areas of Influence - business and industry, governments, education institutions, media and other non-profit organizations.
Reviewing the board composition will identify weaknesses in the board and provide the board with direction when selecting new board members. The result will be a stronger, more competent board.
Board Succession Guidelines
The board must plan to ensure its continuance year after year. The following guidelines suggest how this can be accomplished smoothly, and how agencies can attract competent committed people to guide their business.
(Adapted from: Role of the Board, Training Manual, Manitoba Culture, Heritage and Tourism.)
1. Use a Nominating Committee
The strength of an agency rests with its board of directors. Token appointments, "reward" appointments, or prestige-seeking appointments only invite weakness and potential disharmony. The role of the nominating committee becomes crucial to the successful functioning of the board, for it is charged with finding the right member for the right job.
These are the duties that fall to the nominating committee:
- keeping up-to-date records of current board members (names, addresses, phone numbers, interests and abilities)
- determining skills and strengths needed on the board, and the jobs to be done
- locating and cultivating candidates for board positions known to be coming vacant, or which become vacant from time to time
- maintaining lists of potential board members
- submitting names of candidates to the board
2. Keep the Board to a Manageable Size
An agency's constitution dictates the size of its board. However, it should be kept to manageable numbers as it is more difficult to get 15 people together for a meeting than 8 or 10. Although board members have committee responsibilities, non-board members may also serve on committees so that fewer board members may be needed. In some agencies, individuals must first participate in committee service before being considered for board membership.
3. Define Terms of Membership
Limiting terms of office allows in fresh points of view and minimizes domination by a few. Three-year staggered terms permit a third of the board members to retire each year; two-year staggered terms, half of the board. It is important that the length of board membership terms be written and understood by all recruits.
4. Identify the Qualifications Needed in Board Members
- Interest in the work of the agency
- Willingness to work and capable of working with others
- Time to attend meetings and carry out work assignments
- Special skills and/or experience required by the board to fill gaps
- Willingness to learn.
5. Locate Potential Board Members
The search for potential board members can begin close to home. Get suggestions from staff and present board members. Canvass general membership, program participants, their relatives and program volunteers. Other organizations have boards and staff who might produce candidates. Approach professional groups, business organizations and community leaders for their suggestions.
Ideally, the board will establish a balance between the skills and expertise it needs and adequate representation from diverse segments of the community.
6. Approach the Potential Board Member
When a potential board member is found, the chairperson of the nominating committee should contact the individual. In some cases, it may be more appropriate for another board member to make the initial approach at the request of the chairperson. The chairperson should then do the follow-up.
The candidate should be given an orientation session before any commitment is made on either side. The orientation might include an invitation to visit the offices or facility to meet the staff and program participants. It is important to have the candidate meet board members or committee chairpersons with whom he or she would be working. The board's policy manual will provide further information for the prospective board member.
It is only fair to make the potential board member fully aware of what is expected in terms of time commitments and the nature of the work to be done. People are more willing to serve when they know what will be expected of them. The extent of the commitment required should never be understated.
7. Present Slate of Nominees for Election
The general practice is to elect board members at the annual meeting. However, when a vacancy occurs during the year a new board member may be elected to fill the unexpired term.
8. After a Term on the Board, Then What?
A board member's involvement should be evaluated so that decisions can be made about their future activity on the board. Members should also evaluate the experience and identify future interests. This evaluation process is discussed further in the "Evaluation" section.
These are four possibilities for rotation of board member.
A. Rotation within the board - it has been suggested that new board members be assigned to a committee, matching their knowledge and skills to the knowledge and skill required on the committee. After a term of successful service a board member should be more knowledgeable of the agency. At this time the board members could be offered the opportunity to serve on a different committee.
B. Board members could be asked to serve on an ad hoc committee, while temporarily suspending work on its standing committee assignments.
C. Board members could be asked to serve on a committee outside of the agency, or represent the agency through speeches, meetings, television and radio appearances. These add the elements of fun and recognition to board membership.
D. Board members may decide that they wish to retire after one term, or it may be that their performance is such that the nominating committee does not recruit them for another term. It may also be the case that their skills are no longer required on the board.
9. Make Recruitment an Ongoing Process
Recruitment continues all year, not just before the annual meeting. The nominating committee is a standing committee which should be active throughout the year.
Role of the Nominating Committee
Agencies are able to recruit quality board members when they are willing to invest time in planning.
A mistake boards often make is trying to recruit new members in the final month before elections. They suddenly realize that there will be empty chairs around the board table the following month if they do not do some quick recruiting.
Proper qualifications may become secondary. Anyone who says "yes" gets the job. New board members should be an asset, but, if they are selected this way, this may not be the case.
Consider the following recruiting plans.
Month 1-12 - The nominating committee should meet throughout the year.
Recruiting good board members cannot be accomplished in one meeting at the end of the year. The committee should maintain current files of potential board candidates in case of a sudden board vacancy. Maintain contact with committee chairpeople for potential committee members who may wish to move to board work.
Month 1 - Nominating committee orients all board members about the need to look for potential board members all year long.
Month 3 - Nominating committee meets to evaluate each member's participation in board activities, including meeting attendance and fund-raising events. The committee might make recommendations to the board president about members who need encouragement or training.
Month 6 - Nominating committee analyzes the make-up of the current board, anticipates which board members will retire and determines the skills new board members will need for next year.
Month 8 - Nominating committee reports to the board on which board members' terms expire. Ask the board for names of potential new board members. Encourage those who can be re-elected to consider another term.
Month 10 - Nominating committee recruits potential board members.
Month 12 - Nominating committee presents a slate of nominees for membership to the board, as outlined in the constitution. New members are then elected.
Adapted from Role of the Board, Trainers Manual, Manitoba Culture, Heritage and Tourism.
Board Member Orientation
An orientation session is an integral part of a new board member's introduction to an agency. It is an ideal time for board members to learn more about the agency's mission, goals and objectives. It is also an opportunity to become familiar with the constitution, by-laws and policies which govern the management and administration of the agency as well as who it serves, what it does and how it does it. The following checklist should be distributed to new board members at an orientation meeting.
Existing board members can also benefit from participating in an orientation; it can be an opportunity for them to serve as resource persons, as well as bring them up-to-date on organizational/operational changes.
Orientation Checklist
- Philosophy and purpose of the organization
- Constitution and by-laws
- Provincial legislation
- Annual report
- Organization's goals and current plans
- Budget and financial report
- Organizational chart
- Duty descriptions - for executive and board members and senior staff
- Descriptions of services and programs
- Policies and procedures
- Reporting protocols
- Contact lists - Board: names, positions and phone numbers; Staff, Community leaders and elected officials
- Personnel policies and expectations
- Committees - and their goals and plans
- Any evaluations conducted during the past year
- Recent board minutes and current issues
- Meeting information - days, dates, length of meetings, place
- Procedures governing meetings - i.e. parliamentary procedures, other methods)
- Other Information
