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Board Recruitment Process

What does the Constitution say?

Any discussion about recruitment of new board members needs to start with an understanding of the provisions for board appointments as laid out in the organisation’s Constitution, Rules or other framing document. Broadly, the Constitution is likely to specify whether board members are elected by a membership base, nominated by an external agency, co-opted by the existing board, or a mix of all three.  In the case of co-options the existing board may have the power to fill vacancies, but be required to submit these for endorsement at the next AGM. In the case of elected or nominated board members, the board may have the ability to suggest potential new board members, but the power lies with the membership or external agency (or Minister, for example).

So, the first question is – what recruitment process does the Constitution allow for?

The following advice assumes the board has the power to suggest new board members, if not directly to co-opt those members itself.


Succession planning


For most organisations it is beneficial for the organisation to adopt fixed terms for board members. For example, board members might be appointed for a three-year term, and be eligible for reappointment for a second term, but not subsequently. A rolling schedule of board ‘retirements’ ensures greater stability. Fixed terms ensure greater predictability as to when vacancies will occur, and encourage a flow of new thinking and new connections into the board.


How many is too many?

A question frequently asked is ‘What’s the right size for a board?’. Predominantly, the question is posed by board members or CEOs who feel their board is too large. It may be a result of the ‘representational’ demands of funding stakeholders or other stakeholders in an earlier stage of the organisation’s history.

There has been a steady trend towards smaller boards, on the basis that the commitment level is higher amongst a small group, and that it is easier to run a business-like and focused board meeting with such a group. For most organisations, a board of between 6 and 10 is probably the most suitable size.


It's a job

Even if it’s unpaid, the board member’s work is a job. Generally, people like to know what is expected of them – and a job description is the obvious answer.  A short job description for the Chair and the ordinary board member will be sufficient for most organisations, laying out:

  • The function of the 'job'
  • The specific responsibilities of the board member or Chair
  • The term of office
  • Cross-reference to Code of Conduct or other relevant policy documents

See also BoardConnect factsheets ‘Chairperson Role Description’, ‘Board Member Duty Statement’, ‘Code of Conduct for Board Members (Template)’


Identifying the needs

Before seeking potential board members the board can undertake a brief profiling exercise to clarify what skills and attributes are possessed by the current board and, in light of the organisation’s future directions and challenges, sketch out some of the skills, experiences and connections that it is hoped future board members will bring.

The profiling table below draws attention not only to professional skills but also to other qualities which will help to make for a more diverse board, capable of participating in quality debate and decision-making.

There are one or two important elements which can’t be easily captured on a profile form like this: whether the individual is a ‘team player’, whether they are assertive enough to speak up and to ask purposeful questions, whether they have a genuine interest in the work of the organisation, and whether they can commit the time needed to do the job. All of these are an important part of selecting future board members.

Profile Current Members    Potential Members
  1 2 3 4 5 6 7 8 A B C D E
AGE                          
18-25                          
26-35                          
36-45                          
46-60                          
Over 60                          
                           
GENDER                          
Female                          
Male                          
                           
GEOGRAPHIC LOCATION                          
Urban                          
Rural/Regional                          
                           
ETHNICITY                          
Indigenous                          
North Asian                          
South East Asian                          
Anglo-Celtic                          
Other European                          
African                          
                           
EXPERTISE                          
Industry-specific                          
Business/ commercial                          
Education                          
Finance                          
Legal                          
Fundraising and/ or sponsorship                          
Marketing and communications                          
Online communications, blogging, social media                          
PR                          
Personnel                          
Governance                          
Management: small-to-medium organisations                          
Management: larger organisations ($20m+)                          
Facilities management                          
Federal or State Government                          
                           
CONSTITUENCY                          
Business                          
Government                          
Community                          



A structured search process

There is a temptation to focus in on the first good suggestion that comes up. It may be that the board’s first idea proves to be the best - but it is recommended that a wider trawl take place. This achieves two things: first, that good potential board members can be evaluated against each other to ensure that the preferred ‘candidate’ really is the best; and second, that building up a longer list of potential board members will ensure that half the work is done next time a vacancy occurs, because there will already be a pool to draw from.

The process suggested may be simplified as follows:

  1. Build a long-list of potential board members
  2. Discuss the long-list at a board meeting and filter down to a shortlist
  3. The Chair or another agreed board member approaches the individuals on the shortlist to discuss their interest-in-principle, find out more about them, answer their initial queries, and make sure there is likely to be a good fit
  4. A brief report back to the board, a discussion on who are the 'top' one or two candidates, and board agreement to approach them
  5. The Chair makes the invite, and deals with any further queries the potential board member has
  6. If the candidate accepts, initiate an induction program (see BoardConnect factsheet 'Board Member Induction Process')

At the end of this process, the board may have added one or two members to its ranks, but will also have identified several other credible candidates for future board membership.


Suggestions for board members


The generation of prospective board members comes from approaching individuals who may lead to individuals. Occasionally, such intermediaries may suggest themselves (and that may have been part of your game plan). Sources for such suggestions include:

  • Existing board contacts
  • Previous board member contacts
  • Sub-committees of the board
  • CEO and staff suggestions
  • Funding body suggestions
  • Friends of the organisation
  • Key clients
  • Beneficiaries
  • Board members of other organisations (e.g., individuals who may be reaching the end of their term)
  • Relevant professional societies
  • Business associations
  • Sponsors or donors
  • Advertising
  • Recruitment agencies

Creative brainstorming has a part to play too.


How to make the approach


It's important not to become trapped into a commitment before you are ready to make an official offer – the initial conversations need to be on an exploratory basis. It may be that candidates who are not right for board membership, or not the first choice, still have a valuable contribution to make in another way – so it’s important to look after the relationship, and not to raise expectations too early.

The initial meeting with a potential candidate is an opportunity to assess qualities which cannot easily be identified on paper, as indicated above – such as whether they are likely to be a team player, and willing to commit the time needed.

It is also an opportunity for the prospective board member to find out more about the organisation and the role of the board. You are both being interviewed.


Negotiations


Because you are both being interviewed you can expect an experienced candidate to ask you for quite a lot of information about your organisation before they make a commitment.  It would be prudent to determine whether there is any of this that you would wish to withhold from a prospective board member.  Generally it is going to be unhelpful to do so, but you may want to emphasise the confidentiality of any sensitive material, or even have the board candidate sign a simple confidentiality agreement.  Information requests (which you may pre-empt by providing the material before they ask) could include:

  • Constitution
  • Recent annual accounts
  • Current budget position
  • List of current board members with brief bios
  • Strategic plan
  • Evidence of Directors and Officers insurance
  • Recent board minutes
  • Code of Conduct
  • Board job description and/ or board charter

Once an offer of board membership has been made and accepted, you can initiate an appropriate induction process.



Last Updated: October 2015


BoardConnect offers a range of services to non-profit boards throughout Australia, including a confidential helpline (07 3891 2599). Board development workshops and detailed board reviews can be tailored to the needs of each organisation. To find out more about how BoardConnect can help you, contact This e-mail address is being protected from spambots. You need JavaScript enabled to view it , or call 07 3891 2599.


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