Who is Responsible for the Board Doing a Good Job?

Despite the importance of the nonprofit board, there's strikingly little clarity about who is responsible for its performance. The answer in this Board Cafe article might surprise you:

Who is responsible for the board's doing its job? And a related question: who's responsible for improving a board that's asleep, weak, or gone amok? One answer might be: the board is responsible for the board! Or possibly, it's the board chair who is responsible for the board. Or sometimes: it's both.

We agree with Peter Drucker: The responsibility for the board's effective work -- both governance and support -- is ultimately the responsibility of the executive director.

This can sound paradoxical (or even depressing) at first, but veteran successful executives know the truth of this statement. Executives take on their shoulders the responsibility for the success or failure of the organization -- every part of it. If there were any other part of the organization that was under-performing, no executive would shrug, do nothing, and blame the program director or the administrative director. The executive would act to improve performance.

In a similar way, if the board is doing its job under its own leadership, the executive director can simply support that leadership. Let's look at the possible combinations of strong/weak boards and CEOs.

First let's take the situation where there's an engaged board with strong board members working with a strong executive director/CEO. In such an instance, the question of "who is responsible" may not even get asked. Shared responsibility comes naturally. The executive director may find herself both supporting and leading the board, engaging them in strategic decision making, while at the same time the board challenges the executive, tests plans with rigorous inquiry, and engages the executive in strategic thinking.

Mismatched dancing partners?

Next let's consider the organization with a strong board and a weak executive. Board members may begin with guidance and constructive feedback; provide an executive or fundraising coach, or even trying to compensate for the executive's weaknesses themselves. But over time, a strong board will remove the weak executive. In fact, Daring to Lead 2006, a national study of nonprofit executives, found that one-third are either fired or forced out of their jobs: evidence that boards take action when they see problems.

But what if there's a strong executive director, and a weak board? In this situation, board members typically aren't anguishing about their non-performance; in fact they may feel that "things are going fine and there really isn't that much for us to do." On the other hand, the executive is likely to feel unsatisfied with the board and wish they were "engaged" or raising money, but may console herself with the idea that, after all, they aren't getting in the way. These are the executives who find themselves muttering, "How can they tell me how to do my job, when they can't even take responsibility for getting a quorum." Or even, "I just don't see the point of the board if they're not going to raise money."

These are the cases -- remarkably common -- where the question arises: just who is responsible for the board anyway?

The successful executive director holds himself or herself accountable for every part of the organization, and that means being accountable for the board as well. The question becomes: "What can I do to improve the functioning and leadership of the board?"

Changing the board

CEO actions to change the board's behavior may include having a heart-to-heart talk with the board chair. It may mean spending only a little time with the current board and instead focusing on recruiting new, effective board members. Some executives hope to change boards by bringing in a consultant to tell them what they "should" be doing; such efforts are typically futile or even create resentment from board members. Instead, successful executives face up to changing their own behavior and prioritization of time in order to improve the board. We even know one executive who asks herself every day at noon: "What have I done today to strengthen the board's ability to lead?"

But isn't the board ultimately responsible for the organization's effective work? Yes, and to take the paradox one step further: part of the board's evaluation of the executive director should include the performance of the board. To reference Peter Drucker again, the board can say, "We are giving you poor marks for our performance." Nearly all boards recognize that a good relationship between the executive and the board is crucial, but fewer take the logical step of holding the executive (as well as themselves) accountable for that relationship being productive for the organization, not just cordial.

Even for those executives who resent and blame a non-performing board, there are really only two choices: expect them to change on their own (unlikely), and figure out how to change them (even if you don't think you should have to). And there are really only two ways that CEOs can be effective at changing boards: by changing who is on the board, and by changing how she as the CEO works with the board. Neither can be neglected.

This article is adapted from a chapter in Best of the Board Cafe, Second Edition, by Jan Masaoka.

See also:

Comments (40)

  • One way boards can be rejuvenated is by recruiting board members who are mostly interested in governance issues. They need not have deep expertise in the nonprofit's mission, they just have to be sympathetic. But if you're lucky they'll start to turn things around. They'll ask strange questions at board meetings, such as "do we have a list of criteria for recruiting board members?", "what's the point of these standing committees?", or (most direct question of all) "how does you being on this board make the organization better?"

    I'd advocate for recruiting for governance skills first, then going on to the other stuff that boards need like financial literacy, friendraising skills, etc. It can be really hard for long-serving board members to get fired up about friendraising and fundraising unless they have a strong sense that the board is enthused about the mission. And it won't be until it understands what it's supposed to do.

    Of course, someone actually has to recruit the first new governance board member. And that someone will have to be the ED. But then I think that EDs are much more likely to have encountered people skilled in board governance than your regular board member will have. Even if the recruitment is for a couple of years, it can have an inspiring effect.

    Mar 16, 2010
  • One idea that might be getting some traction in the for-profit sector is the idea of professional board members: people who are paid to be board members, who are -- like the people you describe, Patrick -- interested in good governance. This might be one of those ideas that has a germ of good but turns into its opposite. Jan

    Mar 17, 2010
  • Surely it's better to have some Governance board members available to stimulate than to have the current situation where so many board are anemic. Yes, I understand that there might be dangers, e.g. of someone using their Governance Knowledge as a hammer to get their way.

    Curiously, my worry about what Governance board members might do wrong revolves around the lazy use of Robert's Rules. I'm a big booster of the ABA's Modern Rules, which I think reflects the way many boards function anyway -- and is only two pages long (versus the 643 pages of Robert).

    Mar 17, 2010
  • I am helping a small nonprofit in their fundraising efforts, but I feel like I'm talking to the wall most of the time. They don't have the basic understanding of fundraising, and frankly, I don't know why they're on the board at all. They don't bring in much money and are hesitant to network outside of their own circles. The ED said that we should take baby steps, which I think is a riot since they've been in existence for more than 30 years! Are my efforts lost? Should I move on if the Board and ED aren't making much effort? I'm exhausted.

    Mar 16, 2010
  • Anonymous

    Yes you should move on, for your sake AND theirs. There comes a point where it becomes, frankly, unethical to take a nonprofit organization's money to provide consulting services that they clearly can't benefit from, or don't want to benefit from. It sounds like you are there. And there is little to be gained, it seems, in terms of your own pride in your work and the satisfaction you get from truly making a difference with a client organization. It actually wasn't clear to me whether you are a consultant or a volunteer, but it applies in either case. Good luck.

    Mar 17, 2010
  • I am a paid staffer with years of fundraising experience. I'm dealing with a Board composed of people who have never held this special type of leadership position before. Board members were selected for mostly the wrong reasons and I blame the ED for that. They weren't really interviewed, just asked if they wanted to be involved. I have a gut feeling that some were pressured. A few have been on the Board for too long (don't know why they haven't rolled off) and have lost perspective on many issues, or don't care to attend meetings anymore. I suggested that a more diverse Board would help: new blood who are more experience and better connected with the community. My idea was squashed right away. The ED wears many hats, but then again, who doesn't in npo's. Because of that, many errors have been made on this person's part. I feel the ED may be intimidated of me since I have had more experience with larger npo's in the region. This person treads lightly around me, but I can read this person very well and they are doing a great injustice to their organization. Thanks for responding. I will consider your reply.

    Mar 17, 2010
  • Anonymous

    You seem to be setting yourself up for an unwinnable battle with the ED.
    Why? Is it a good organisation?
    If so, is it worth continuing to do your good job, do it well and hang tight until the ED is found out or leaves because they can no longer cope with their own chaos?
    Don't get political with the ED. He/she probably thrives on a divide and conquer management style and would be aware of your angst, and is spoiling for an excuse to terminate you. Do you want to hand that excuse to them on a plate?
    Or do you want to annoy the hell out of them by doing your work cheerfully and effectively. Imagine an ED having to justify to the Board why they want to get rid of the wonderful fundraiser who is doing a great job and raising lots of money, when the rest of the organisation is falling apart.
    Are you courageous? Can you endure? Are you close to the organisation's mission?
    Forget the politics - stay calm, stay focussed on your job - or get out. Starting a fight with an ED like this is a lost cause. And EDs like this fail in the end. Keep smiling. Keep focussed. Or leave.

    Mar 17, 2010
  • In my 25+ years, I've seen that ED leadership role abandoned time and time again. The ED has to be a coach and built a real relationship with each and every board member.
    Here are some of the fundamentals that can be unearthed when two people have built a genuine relationship built on trust:
    Why are they on your board?
    What is the expectation they have of their service?
    What "win" can the organization deliver?
    What are the "hidden treasures" a board member can bring?
    Keeping the relationship ongoing and moving it up to a real partnership takes one-on-one time away from board and other business. I find that most ED's have never even had a cup of coffee with a board member.
    Marshall Howard, Let's Have Lunch Together

    Mar 16, 2010
  • Anonymous

    I find this a bit oversimplified. A useful thought, Executive Directors hold the ultimate responsibility, but let's not ignore the fact that the board model does not serve many organizations well.

    What can an ED do with a Board President who says repeatedly that she is resigning to remedy some of the problems but doesn't leave, doesn't show up or call for conversations about assessing the board and improving it? When When only one board member actually raises money after the board commits to raising a large percentage of the organizational budget? When a board does not recruit, make connections, or advocate?

    I think the answer is board replacement, but the tangle between changing the board and working for the board involves personality and politics.

    Let's also acknowledge that some of our organizations have become or been kept incredibly anemic as far as staff capacity. An ED can be playing not just many roles, but every role some days in some organizations. There is a tipping point where keeping the doors open means the board is going to have to take responsibility for its own work. Perhaps fewer organizations are at this point than their EDs think, but the tipping point is definitely real.

    As much as I agree that EDs are ultimately

    Mar 17, 2010
  • Anonymous

    What is an ED supposed to do when board members absolutely refuse to do even the basics, such as set up and actually attend regular meetings with the ED, take charge of committees, have executive committee meetings, support the organization with their time and talent, do anything to do with governance, etc.? I'm sorry, but I could understand the ED being responsible to a point, but ultimately, if board members are lazy, incompetent, disengaged, don't answer e-mails and telephone coalls, don't listen, don't even try to work with the ED, they need to take responsibility for that.

    Mar 18, 2010
  • Anonymous

    I would like to share what is happening in the non profit in which I have recently resigned as a 5 year Board member. Any input would be greatly appreciated. First, I have found that the Executive Director is the one that typically "knows the ropes" when actually running the organization. Although instead of it being a "tail wagging the dog" situation which is how our Board is currently acting, the Board should be looking to the Executive Director as a bundle of information. In my years experience, I have watched what has been deemed as "the model clinic of the United States" for the non proft segment in which we serve, to watching a group of Board members, which unfortunately makes up the majority of the votes, make decisions based on their personal agendas, not the well being of our clients. What got the bad water flowing was a series of "concerns" that the Executive Staff Team presented to the Board. The Board Chair took these concerns very personal and actually threw a fit like a toddler. Since then, it seems like this core group of Board members are making decisions based on pushing the Executive Director out the door instead of making decisions for the well being of our clients.
    This Board held a fundraising event that stated the monies raised would go to client services. Instead of using the monies for client services, the monies was used for a HVAC unit. The Executive Director, as well as our outside CPA, both recommended to use the monies left from our mortgage loan, as that money was designated for the upkeep on the facility. This ended up in a really bad situation. The Board voted to use the fundraised monies for the HVAC unit. This situation has prompted a complaint to be filed at our States Attorney General's office, Consumer Protection Division. The Executive Director filed the complaint on misappropriation of funds. I have also filed a complaint with the AG's office through the division that deals more with the governance side of non profits. I had several issues to report...Example...the Board chair asking the ED to hire someone so that particular person could make money so they could repay the Board chair for a personal loan....situations like that. The complaints filed were filed in Aug/Sept 2009. The AG has not made a ruling on the complaints as of today. In the meantime, the Board is bullying the Executive Director. Our consumer advisory board, which holds two voting postions on the Board of Directors have addressed issues with the Board only for the Board to say, "we choose not to respond to your concerns." At the last Board meeting, the Board Chair is requesting a policy that will allow the Board to approve the Consumer Advisory Board members and that they not be allowed to vote. Since our beginning, our clients have appointed their own consumer advisory representatives and those representatives have always had voting privileges. One of our largest Federal grants, which we apply for, asks us what the organization will do to ensure client participation. Our grant application states we will have two consumer advisory board members that will have voting privileges. As of the last Board meeting, it appears this is soon to be taken away even though we state it in our grant application.
    So in commenting about your article..who is responsible for making a good Board? As much as I think it should be Executive Director trying to teach the Board about the specific program. When you have a core group of Board members that make up the majority vote, there isnt anything anyone can do. The AG is going on six months in making the ruling and so much damage is being done in the meantime. It just amazes me that a group of five individuals, makin the majority, have decided they don't like the ED can have the power to do pretty much anything they want to do. I left the Board because my voice quit being heard. The core group was meeting outside of scheduled Board meetings, making decisions, then attending Board meetings voting and passing their decisions with little regard to discussion. So regardless of who is responsible, the Board doesnt have to do anything they dont want to do or can do anything they want to do. The States Attorney General's office isnt involved on a daily basis. They dont understand the damage being done while they sit on their decision. I do realize they probably have bigger fish to fry, but for our rural area and the stigma put on HIV/AIDS, along with a dysfunctional Board, time is of the essence. Whew...glad I got all that off my chest! Would love to hear any and all comments or any input on this sad situation.

    Mar 17, 2010
  • This situation is clearly very complicated with lots of things of going on, so I suspect it's isn't possible for someone to comment on it without really delving into the specifics. In general, though, it seems as if there are warring factions . . . to an outsider it's hard to know if these are based on legitimate differences of fundamental views on how to fulfill the mission or if they are personality-based power fights.

    Once a war starts, as we know from world events, the "right" side doesn't always win and there can be bad behaviors on all sides. In the situation you describe, it sounds as if there is no lack of people to blame. I believe that a smart and strong executive director would have had the respect of his or her staff, and the confidence of the board. I believe that a strong board chair or leadership group would find a better way to investigate concerns raised by the senior staff. 

    The article talked about three situations: strong board/strong ED, strong board/weak ED, and weak board/strong ED. It didn't mention the obvious fourth: weak board/weak ED. Such situations typically evolve into into a slow death of the organization or into a crisis. In either situation very assertive actors often carry the day . . . whether they represent the best or the worst of the organization.

    Mar 18, 2010
  • Anonymous

    What is the best way to remove a board member (or Chair) if he or she is hurting the organization? Do they have the right to stay on for the duration of their term, or can they be removed immediately - pending a majority vote from the board?

    It seems to me that the ED of this organization should make a plea to the board to remove its acting Chair and get back on track, or perhaps consider resigning him or her self. Right now it is a mutually destructive relationship, and the clients are paying for it.

    Mar 30, 2010
  • Hm. I'm more liking the idea that the nonprofit board is responsible for how good or bad it is under the belief that the board is technically the nonprofit's "owners". The exec is not. My fear of accepting otherwise is that we give permission to boards for not being outcome focused and fully accountable (well, fully accountable includes being outcome focused but I never miss the opportunity to say it).
    Anyway, there are lots of sources that can affect getting a board to be fully accountable including donors, regulators, and the media to name a few.
    In work I am a part of focused on engagement governance, the nonprofit's constituent (be it member or client/customer) makes the board fully accountable and shares in some of the work.
    I believe there are more answers than placing getting a board to be good all on the exec. At the same time, I agree, the exec can and often does play a significant role in serving as a change agent.
    Mike Burns, BWB Solutions and www.nonprofitboardcrisis.com

    Mar 17, 2010
  • I am a co-founder and ED of a relatively new nonprofit, a therapeutic equestrian center. Out of desperation, I guess, we found 3 people to sign up for my board so that we could get our 501(c)3...a lawyer, an ADA accessibility specialist, and a retired vice-principal/current teacher of special needs kids. My co-founder and I did all the work, the bylaws, arts of inc, 1023...everything. They just looked it over and signed off on it.
    Now I'm thinking that giving in to desperation was a mistake. We did get our 501(c) 3 in record time, but now I have a board with only 1 individual doing any work. Fundraising...yeah, right! Not happening. Questions about governance and setting up policy? I'm doing it myself and they are rubber stamping it. Where do I go from here? I've found a place to set up operations and the owner is even willing to take $100k off the price, but he can't hold it forever. He's a businessman and that's asking a lot! Grrrr. Can y'all help?
    Advise? Please, please, please!

    Mar 17, 2010
  • I have found that although the "norm" of a non profit board is to have the responsibility of fundraising; not all Boards are made up of people that have the ability to fundraise. That was what happened with the Board I was on. Like you, in an act of desperation, we pulled people from the community that were friends and we had a good selection of various professions. Although their input and discussions on issues that were pertinent to their professions were valuable, their passion for our cause has not been strong enough to motivate them to fundraise for the cause. Our CPA is passionate about the finances of the organization; our attorney is passionate about the legalities involved...it goes on an on. But the passion for the cause just hasnt been there. As a suggestion to you....find some people with the passion. As far so those people you already have...teaching them their roles as Board Members should be step one. You being the founder must give them every tool they need to do the best possible job they can...maybe some technical assistance for your current Board members might be an option. Recruit a few more Board members that are involved with your service. In the meantime, keep on plugging along. It's obvious you have the passion!!

    Mar 18, 2010
  • Anonymous

    Being a young ED, I am still learning a lot about my role in board governance and leadership. I liken it to my staff actually. I don't have a staff, but I have my board. And while volunteer, they are who I need to 'work' for me in areas I can't - and maybe only can't because there is only so many hours in a day.

    It's a great challenge though as their support continues to feed my work and their lack of support can often make it feel overwhelming and under-appreciated. And ultimately, it falls on my conscience which way they sway.

    So while I would love to complain about them - when they are 'checked out' - I know it comes down to my engagement of them. And if they can't be engaged (which I'm finding some of them cannot), I have most certainly taken leadership in recruiting new members that I can engage.

    But in the end, what I find most interesting and perplexing, is how much the energy/engagement of members falls off in a relatively short time. In my experience, it seems if a member does not step into a direct leadership position on the board (meaning, they take initiative right away), then they lose interest after a few months - no matter what I do.

    So, my question: Were they just the wrong people? Or is there something I am not doing (or am doing) to keep them engaged?

    PS - We are a 501 c4 political advocacy organization - so engagement is relevant, in that, our mission is to engage/activate our advocates. If I don't have an active board, it presents its own challenges.

    Mar 17, 2010
  • I think the key to a good Board is finding those people that have a passion for the cause you represent. Yes, you need Board members from different professions and areas of the community you serve, but what I have found out in my years of experience is that passion is the key. An attorney or CPA or doctor...are all good professions and do come in handy when you discuss legal matters, finance issues or even medical needs...however, if those people do not have the passion, their attention does tend to fall off.
    Our Board has consisted of a CPA, a local business owner, a retired college professor, a retired VP or nursing, an attorney, a social worker, a physician and a pharmeutical sales rep. Of the eight mentioned, two have been personally touched by the cause we represent. Those two members have gone above and beyond their volunteerism. The discussion in which they engage, the decisions in which they make show they are truly looking out for the mission of the program.
    At the time most of the eight were recruited, our Board was very unorganized. We performed the matrix to see what professional areas we needed and we filled those positions. The unfortunate part, the matrix doesn't include "passion" factors!! We got lucky that two of the eight had the passion!
    I truly think most people are good people. I think your people are probably good people. Moving forward, recruit people with passion. For now, just make sure your current Board members are well equipped to do their best possible job...put them on committees...keep them involved and most importantly, keep them trained.
    Never lose sight of the passion though.

    Mar 18, 2010
  • Why do your editors insist on making so many generic references to gender in the feminine? This kind of political correctness detracts from what are otherwise often useful commentaries. There are lots of acceptable ways to make statements gender neutral, which Im sure you know. And choose not to anyway. Since you presumably believe that many talented men AND women are needed for the nonprofit sector to be as successful as it can be, this is really annoying. Youve lost a reader today. It's not like you are the only place we can seek this kind of information.
    Rich in DC

    Mar 18, 2010
  • Rich, I'm glad you brought this up! With 70% of the staff in the nonprofit sector being female we typically try to use both genders in articles, but if there is only one opportunity, we usually opt for female.

    I believe the gender issue is remarkably un-examined in the nonprofit sector. What do we make of the fact that this is a female-dominated sector? Should we be doing more to understand how to recruit men? Why do women of color find leadership positions in mainstream organizations more readily than men of color? When we raise wages in nonprofits, do we attract more men?

    Your comments and these questions are important ones for us all to be discussing.

    Mar 18, 2010
  • Anonymous

    No need to commission a new study; just use "s/he" as the pronoun. Works for me.

    Mar 18, 2010
  • I have the opposite response to Rich in DC's. I find it rather refreshing to have the generics be feminine. It shakes up my preconceptions in a way that's good for me. As for "s/he" and other such forms, I think they're clumsy and simply hard to read. But I'll keep reading . . .

    Mar 18, 2010
  • Love your, and thank you for, using the feminine pronouns -- "she," "her" -- when referring to executive directors in this article. I LOVE IT!

    Mar 19, 2010
  • Anonymous

    As an ED, I definitely agree that I have responsibility for the board's performance. However, I feel like my hands are significantly tied when the board has told me that I am not to be involved in the vetting of new board members. I have been told pointedly that it is not the ED's role to meet or interview board candidates, nor (according to the board chair) should I be involved in discussing the board candidates prior to a vote. I know I'm not supposed to vote, but if the board doesn't see it as my role to engage potential board members from the very beginning, it certainly puts me in a deficit position in building the board's capacity and performance.

    Mar 18, 2010
  • Anonymous

    I disagree with Drucker. His work, although golden, is out of touch with the fast pace of modern day industry, for profit and non profit. The non profit Corporation is THE BOARD, not the staff. The ED works at the pleasure of the Board. Anytime I see a non profit where/when the ED is the center of all that matters I regard that as a best politic not a best practice. Older ED's will tell you to run your Board or they will run you away. So, we work to raise all the money, manage the non profit, create strategic plans, negotaite all legal contracts, settle staff disputes, design marketing materials, be the technology expert, counsel the clients, partner with funders, collaborate with other organizations, evaluate the logic model and outcomes, etc. etc. The Board drops into the non profit universe once per month to then re-organize what the ED has done based upon what is happening in their Corporate world! What! It is a business model that reaks of error, set backs, and bad politics. The role of the ED is to put good product on the shelf. The role of the Board is to move product off the shelf into the hands of paying customers. That's my two cents.

    Mar 19, 2010
  • The article resonates with my 25+ years as a nonprofit executive and is an excellent reminder of how important it is for executives to find the time for board development. The relationship between the board and its chief executive is one of the more puzzling management systems out there. It can work and work well but is never simple or to be taken for granted--even when there is a strong board and a strong executive.

    A challenge for the sector seems to be that there is so much inexperienced leadership in place. I heard recently that more than 50% or more of newly hired executives have never done this work before.

    Thank you for the article. Drucker's work and book on managing the nonprofit organization are just as relevant now as it was 25 years ago.

    Mar 19, 2010
  • As a former board member who is now an ED for the same group this article is a very timely bit of information. As a board member, I spent 3 years wondering what it was the ED actually did besides collect a nice salary. I was treasurer and I did everything with the financials including paying the bills, depositing and counting all monies from fundraising, financial statements, investing money and everything else relating to money. Now that I am ED, I still do all the money except for reconciling the bank statements which the treasurer does so we have a checks and balances. I have looked through all the file cabinets and the computer and have yet to find a single grant that was written by the former ED. I have written 12 in the last two months.
    The board still reveres the previous ED. She could do no wrong in their eyes. I have tried to make some structure changes in the board and have recruited 10 new members in the past 2 years. These are the only board members who actually do anything. The rest of the board comes to the occasional board meeting and votes against any changes. It is very frustrating to try and figure out what board reponsibilities are and what ED responsibilities are. I went the rounds with the former board president all last year until he spent $10,000 without authorization of the board. He resigned about a month later.

    I guess what I am asking is if I am overstepping my bounds. I realize that the ED should not recruit board members, but no one else will and we need new blood badly. We build recreational trails and there is a lot of work to be done. I am only part-time, well part-time pay, full time work, and I make about 5,000 less a year than the previous ED. I knew I was going to make less but I needed a cause to be passionate about and this was it, so I took the job. It is frustrating to keep running into walls with the board. I am hoping that as we bring on new people the old people are falling off the board. That is happening just not very fast.

    Any suggestions for continuing to improve the board? We do hang out outside of board meetings and are friends so there is a good relationship between us.

    Mar 19, 2010
  • If no one is recruiting board members, the ED needs to do two things: to work closely with the most likely board members to help them recruit, and to recruit candidates herself that the board can then review.

    The alternative, of course, is doing nothing out of desire to stay within bounds, and then nothing will change.

    Do board members realize how frustrated you feel? Too often we EDs feel we always have to be positive and upbeat, and board members never get a sense that we're unhappy about anything!

    Mar 28, 2010
  • Anonymous

    The board president does because I told him. The rest of the board is clueless about most everything. I just really wish they would put what they want to be responsible for and what I should be responsible for. It would make life easier.

    Mar 29, 2010
  • Anonymous

    I am a young director, with 6 years program development experience, and a lot of ability to work well with my staff and to develop an agency and it's programs. I will also say that when hired I had never before sat on a board or participated in agency governance. I endeavored to remain humble and open to learning what I could from this opportunity, and then applied myself to doing so as quickly and as thoroughly as possible. When I was hired I made clear my desires to be working hands on with clients and to be developing programs (which were virtually non existent). I was under the impression that the board was doing the fund raising needed to pursue a large expansion in programming and they communicated the need and the budgetary ability to hire staff to accomplish such tasks.

    I have now been employed by the agency for just over one year and have come to realize that the board is not fund raising in ANY capacity, and that they have been aware for some time that the programmatic growth they have proposed and asked me to oversee is going to double the operational budget, and bankrupt the agencies reserves in 1-2.5 years. I have also been asked to hire new staff for specific needs and then when they were hired openly critiqued for having put the board in the "uncomfortable position" of "setting a new precedent" for having hired a new staff member without consulting with the board.

    I have also quickly become aware that not one of the board members has a skill set with which to govern a non-profit agency. Not one of them has ever worked for a non profit, not one of them has any financial literacy, not one of them has a legal background, not one of them has knowledge of anything relevant to the services provided (social service/health and human service). When asking to recruit new board members I learned that there was a protocol set in place by which I would have to propose the names of those I would like to approach, and that they would first need to be voted upon as viable candidates based on whether or not they had donated, whether they have demonstrated a strong political stance regarding issues of concern to our agency, etc instead of real skill sets which would benefit the agency.

    I have just recently made known my desire to resign and would like to part on a positive note if possible, but am already being scrutinized for my reasoning, and asked to consider staying on in a different capacity. Am I making the right decision to leave?

    Mar 22, 2010
  • Regardless of who is "right," if you desire to leave, you should do so. A different road would have been to embark on changing the board and how you work with them. But if you have already indicated your desire to leave, probably best to do so.

    The one thing I wouldn't advise is to stay on, but in a different capacity. That works in a few situations, but not in most. Find a new organization with a new position where you'll feel more comfortable and as a result, will probably be more effective as well. Take care!

    Aug 04, 2010
  • Anonymous

    This article couldn't have come at a better time for me. My problem as a new E.D. is the board being asleep at the wheel and leaving 99% of everything to the former E.D. They were not aware of our precarious financial situation, that I'd been hired without enough salary to sustain for a year, or that our bylaws were completely outdated.

    I'm now having to navigate trying to get the board to 'own' and govern the organization while staying positive and not sounding like a major nag.

    Mar 28, 2010
  • Good for you! I hope the board realizes that their leaving everything to the former ED is one of the main reasons they are in the current pickle. Remember that it's possible the most important thing you can be doing is bringing on new people to the board. Sometimes it's smarter to change who's on the board than to change the people who are already on the board.

    Mar 28, 2010
  • Anonymous

    I am so glad I am not the only one in the predicament like the one described above. All I can do is my best with the information I have. I hope the board will step up and do it with me.

    Mar 29, 2010
  • Jan: I have been following your writing for years and I have to say that your articles are always dead on. In this article once again you exceeded my expectations. Thank you so much for continuing to provide this service. H.Y.

    Aug 04, 2010
  • Anonymous

    I have followed so many of Drucker's teachings throughout my career, but now as a long-time ED, I find the notion of me being responsible for the Board's performance as unacceptable. I have worked with great people and "small" people; their performance as board members was not reliant on my relationship with them. I have worked tirelessly to develop some boards and failed, while I have been occupied by many other organizational tasks while the board thrived.

    I have worked for boards who will make it their business to let the ED know that s/he is NOT the one in charge, and limit the ability of the ED to act or even make decisions. I've been fortunate enough to have some boards ask what the organization actually needs from them as a board member. Working with boards is a roller coaster ride at best!

    If one is to be responsible for performance on any level, isn't it a prescription for failure if they do not have the authority required to do so? This is an oldie, but also common sense. Sometimes I get the feeling that EDs are used like moms used to be in psychotherapy for so much blame.

    Aug 05, 2010
  • Anonymous

    I have two thoughts on this. First, responsibility for Board performance shouldn't be solely the province of one individual. The Board Chair and E.D. should be working in partnership to improve the Board's performance. There should be a Governance Committee or Board Development Committee that establishes and implements process of recruitment, orientation, evaluation and acknowledgement that lead to an active, effective Board.

    Second, what is missing from this discussion is the model of a fully volunteer run organization, one without any staff. In these organizations, there is no E.D. to provide leadership and guidance to the Board. Responsibility must come from within. I actually think that organizations which start as entirely volunteer have a better track record of Board engagement because it is ingrained in organizational culture from the beginning.

    Aug 30, 2010
  • Anonymous

    Great article you wrote, really inspired me! I wish I can be like you :)

    Oct 05, 2010
  • I like this article and would like to receive more from you.

    Oct 03, 2017
  • I am a senior citizen in Canada having a problem with an American corporation that makes printers and is headquartered in California. Initially, I paid over $ 300 for my printer which appears to be defective.

    In addition, the Corporation was caught tampering with firmware of several of their printer models world-wide (including mine) to stop customers from using refillable ink cartridges. Many customers got tired of paying exorbitant prices for genuine ink cartridges that contain a teaspoon or two of ink. Because customers had already purchased these printers, it appears the Corporation violated fair trade practices. Six Californians have now filed a class action suit against the Corporation. A law firm in Canada is signing up Canadian customers as well. The case is pending.

    I have never used refillable inks, however, when I bought genuine brand name ink cartridges, they would not work. I kept buying more news ones. Some would work, and some would not. It spent a fortune on ink cartridges which cost about $50 each CDN. Surely there is something wrong with my printer and/or its firmware.

    I have no interest in joining any law suit. I just want to get a replacement printer, some ink cartridges, and an extended warranty plan. I am willing to contribute say $50 CDN toward replacement costs.

    I went up through the Corporation's customer service department without success and respectfully brought the issue to the attention of the Escalations Dept of the company. However, I was harassed by an Escalations supervisor. She raised her voice when speaking with me, she talked over my voice when I was speaking, she tried to prevent me from speaking, and, by her manner of speech and tone of voice, harassed me while I tried to resolve my service issues amicably. I am in remission from cancer and my doctor told me to stay away from stress and avoid conflict.

    I filed a Standard of Business Conduct complaint against the supervisor, and sent it to the company's Compliance Officer and heard nothing back. I sent another polite note and again, nothing. So, I called the Compliance Office. It is a private company hired by the Board to take compliance complaints.

    The Compliance Office supervisor and manager were more obnoxious that the Escalation supervisor of the Corporation! I asked to speak to manager of the Compliance Office. He refuses to call back.

    I understand that any Board in America is compelled to ensure that the Board itself, and its executives and staff, are complying with the rules of conduct, or more precisely, the Standard of Business Conduct, which is intended to prevent harassment and other issues.

    When I point this out to the Compliance Office, they tell me that customers of the corporation are not covered by the Board's policy preventing harassment -- only employees of the Corporation. Common sense would tell you that this is not correct. Otherwise, we would have the scenario where the employees of the corporation, under the direction of the Board, do not harass one another, but who are permitted to freely harass customers without fear of reprisal from the company? I don't think so.

    The Corporation would not exist without the loyalty of its customers, new and old, who buy products and services.

    Very frustrating to me as a senior citizen. Are the days gone when Boards of Directors ensured that their VPs and CEOs are dealing with customer complaints fairly and reasonably, rather than pulling up the drawbridge and ignoring all emails, phone calls, and letters from dissatisfied customers?

    Also, as an aside, if a corporation is listed on the New York Stock Exchange, but is headquartered in California, which state's laws regarding Securities and Exchange do they follow? New York or California?

    Jan 26, 2018

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