Who is Responsible for the Board Doing a Good Job?

Board Cafe [1] • By Jan Masaoka • March 4, 2010 • forward article

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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 [4], 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 [5], by Jan Masaoka.