Main Menu

Helping your Board to help you

Thirteen arts organisations were represented on Monday 27th October at the ‘Helping Your Board to Help You’ round-table forum for CEOs, held at McCullough Robertson Lawyers. Demand for this forum led to a second, attended by a further 10 organisations on Thursday 20th November. Host Heather Watson, Special Counsel in McCullough Robertson’s Non Profit Group, commenced with an outline of the firm’s Community Partnerships Program. 

Discussion topics covered the transition of an incoming Chair, the frequency, scope and quorum requirements of board meetings, and the importance of maintaining strong and highly communicative relationships with the Chair.  The difference between membership elected boards and the impact of Ministerial board appointments, the use of sub-committees, induction, ongoing briefing and self assessment processes, were also explored in relation to the ‘line’ required between the CEO and Chair roles.

David Fishel facilitated discussion regarding the structural and interpersonal relationship between the CEOs and Chairs of arts organisations, extending to the role of board members generally. The following points emerged, amongst others. 

 Preconditions for Board members’ success

  • Size of board – 6-7 members preferred to generate discussion while still reaching timely decisions
  • Tenure of board – fixed period tenure is a safety net to move on weak members and can be worked around for strong members
  • Frequency of meetings – frequencies range from monthly to bi-monthly, with increasing use of breakfast sessions to encourage short meetings
  • Ensure constitution serves the board’s strategic direction – company structure, number of directors, etc
  • Boards need to lead the fund-raising efforts – they are ultimately responsible
  • Be a sounding board for collegial discussion
  • Be not just competent, but come with a preparedness to contribute through skills, passion and commitment
  • Have time to be involved in the work of the board
  • Chair who wants to lead, is team-oriented, motivated and can energise other board members
  • Senior staff have to want a strong board and to not feel threatened
  • Chair and CEO need to be specific about what is needed from each board member, give them time to deliver their allotted tasks, within a plan framework

Creating value through board members

  • Balance is required between members with knowledge of the arts company’s business and members bringing their own non-arts business experience to the board table –it’s the arts company’s role to educate members about the arts company’s business. This can be enhanced through:
    • Creating a sub-committee with expertise – either within the committee or brought in
    • Allow board members to experience the product – eg go on regional tour with the company
    • Bring in a guest speaker to build up industry knowledge
  • Arts companies’ needs in relation to type/skills of board members may be changeable based on their company’s life cycle
  • The board’s role is both monitoring (arguably also covered by funding bodies) and visioning, but real value is generated by the board seeing company business with ‘fresh eyes’
  • Important to keep formal professional advice separate from board input e.g. don’t use a lawyer on the board as substitute for formal (paid, if necessary) legal advice
  • Boards tend to revert to operational input only when they don’t know how to provide strategic input
  • The Board may be seen as somewhat a time burden in good times but crucial in tough times ie the board is a valuable insurance ‘policy’
  • Boards may be willing to nominate the ways in which they will add value annually – by identifying specific tasks they will undertake -- a process especially useful for subsequent board self-assessment
  • All participants reported a need for increased Board support in ‘opening doors’ to corporate and government sectors

Board meetings

  • Establish parameters of confidentiality, with board agreement
  • Balanced reporting – how much is enough? Board papers can vary between 8 and 28 pages
  • Format needs to reflect effective recommendations/actions
  • Annually review board papers as to effective content, length, format

What can the CEO do to assist the the Board ?

  • Be proactive in crafting opportunities for the board to understand the ’business’ of the organisation
  • Create opportunities for fluid discussion eg staff and board combined social event
  • Take responsibility for getting out into the sector for better understanding
  • Encourage longer term strategy thinking
  • Space critical debate between projects
  • Be a catalyst for better communication and participation
  • Invite board members onto external committees
  • Be supportive, gritty and efficient!

Increasing board effectiveness through Chair

  • Conversations between CEO and Chair are required prior to meetings to determine/refine nature of agenda, papers etc, based on shared aims for outcomes of meeting
  • Identification of straightforward information items to all board members between meetings may assist in ensuring items requiring decisions are the ones discussed at meetings
  • The CEO retains most responsibility for actually generating board documents/materials
  • Clear delineation of Chair’s decision-making power independently of the Board is required – a clear Constitution and set of delegations is the best safeguard