Board Committees

Strike a Board Committee only if:

• The task planned for the committee is a Board job, not something that has been delegated to the CEO.
• The anticipated value of the committee is greater than the fractionation of the Board that it will cause.

Committee Terms of Reference or Charter

• Clearly specify the result or product you want from the committee, not the activities of the committee.
• When is the committee's input expected back for full board discussion?
• Specify any special requirements for how the committee's input should be presented or formatted. Remember to ask for options and implications, not a recommendation.
• What are the limits on the committee's authority?
• Will the Board select the committee Chair, or will the committee select its own chair?

Committee Deliberations

• What is the issue?
• What has the Board already stated about this issue? Which policies pertain to it?
• Given the Board's existing priorities, what options are available for the Board to consider regarding this issue?
• For each option, what are the implications or possible implications? You may need to gather data or seek additional expertise from staff or outside experts.
• Will the Board as a whole need some additional education (reading, workshop, resource person) in order to make a fully informed choice among the options?
• Has the committee discovered anything as it gathers information that would lead it to suggest that the Board reconsider any of its existing policies? What would be the implications of such change(s)?