In a previous life, I worked at a non-profit organization where I was a direct report to the Executive Director. Board meetings always presented a “crunch time” as we scrambled to prepare reports about what we had been doing in the various programs and projects that we ran. We weren’t using Policy Governance®. Indeed, we hadn’t even heard of it until my last year with the organization. So our reports were more activity focused and less about results achieved, although I doubt that we would have viewed them as such.
During my 20 years of serving this organization, I witnessed Board members telling the Executive Director that there wasn’t enough information in the reports; the Board needed more details. So, we beefed up the reports and then a few years later with some changes to the Board’s membership, we were told that the Board reports were too thick. The Board wanted us to trim down.
And, as you might expect, a few years after that, we were asked to provide more detail, …more information, presumably so that the Board could govern more effectively.
Looking back on that time, I expect that the Board wasn’t really clear with itself, as a whole, as to what information it needed. Much of that stemmed from how it was directing the organization, but I don’t have space to address that issue in this blog.
Instead, let me offer three things that can help boards manage their information expectations.
- Be clear, ideally in policy, on what types of information are needed and expect it to be labeled accordingly.
Boards need three types of information:
a) Information that helps it to make better decisions. For boards using Policy Governance, the vast majority of these decisions are policy decisions.
b) Monitoring information. I’m not referring to information to help the board scan the environment (that information would fit in the first category). Instead, I’m referring to information that helps the Board know the level of achievement of its expectations.
c) Incidental information. This is information that is not to help the Board make better decisions; neither does it provide monitoring information. Instead it is information that the Board wants to hear from management before it hears it from the members, media, or other sources.
I find it most helpful when boards receive their information categorized according to these three types along with clarity as to how the board is expected to apply the information (e.g., for a policy decision, for monitoring assessment, or just to “keep the Board in the loop”).
- Be prudent with your requests for information. There is a common misconception in Policy Governance that the Board is restricted to certain types of information. With the exception of items put off-limits by law (e.g., because of privacy legislation), the Board can require that it receives any information it wants. For ongoing needs, these expectations should be stated in policy.
Having said that, consider the following:
a) The Board is not a collection of individual directors each asking for information from their own wish list. The Board is only the Board when it is in duly convened meetings and its decisions are made via approved motions. With that in mind, the Board can make a decision to require that management provides information needed for board officers and committees to be able to fulfil their responsibilities. But this is not a “blank information cheque”. It does not entitle officers or committees to require information in areas that are not related to their marching orders.
Outside of that condition, individual Board members may request information, but the CEO should have the authority to limit how much staff resources are used to fulfill such requests, including the ability to simply say: “No, we have other things that we need to attend to”.
b) The Board needs to be prudent in its requirements for information. Every time that the Board requires information from management it is taking management away from the business of producing results. The Board should ask itself: Will the information be useful in fulfilling our responsibilities as stated in our policies?
- From time to time, the Board should assess how well the information it receives aligns with its expectations. A general concept in Policy Governance is that the Board should state its expectations in advance and then monitor for compliance. Do you want information to be labeled according to the above three categories? Say so in policy. Do you want information to be timely? Concise and understandable? Place those expectations in policy. And then monitor against those expectations rigorously and regularly.
It’s easy to feel safe in an abundance of information. But let’s face it, if you have a Board package with a couple of hundred pages of information, do you read that material thoroughly enough to know its content? Is it information that is actually helping you to do your work as a Director? Or do you find yourself wondering which information you should be examining and which can be ignored?
Instead of expecting more information, require for the right information!