Tips and Tools for Effective Family Board Meetings

This month’s Ask the Center features tips and tools for effective family board meetings from Marla Bobowick, former Vice President at BoardSource and founder of Bobowick Consulting, and Karie Brown, principal of KB Consulting and Board member of the Hidden Leaf Foundation. Marla and Karie were the featured speakers on the August 2010 Family Philanthropy Teleconference, Creative Agendas for More Effective Family Meetings. Friends of the Family and individuals affiliated with one of our Partner Subscriber organizations may access audio, transcripts, and handouts for this and more than 60 other past calls in theTeleconferences Archive section of Family Philanthropy Online.

Tips for dealing with sensitive issues: How do you create a ‘safety zone’ at meetings for sensitive issues? Are there specific examples of things that work well?

KARIE BROWN: Family philanthropy can touch upon very personal, political, and emotional issues. Think carefully about how you address these topics and be prepared for them. The idea of a personal risk flag can be a good tool when there is a lot of tension or personal dynamics present. If a board or family member is saying something they feel is particularly sensitive and they know it’s a topic that might be difficult, they can alert people that they are taking a risk. Having that personal risk flag is an understood tool for board members to raise and say “okay, here’s what I’m feeling,” and other people will pay attention. This can help shift the dynamic in the room – it gives individual members some control for identifying when they are feeling particularly sensitive about something.

Another general safety zone recommendation is confidentiality over the long term. People must trust that whatever happens in the boardroom isn’t going to get aired in the larger family circle in a way that can come back and haunt or hurt somebody.

This is a case where the role of the chair can be very important. The chair, or whoever is facilitating, needs to pay attention to the dynamics in the room and recognize when things are getting tense or difficult. I often find that just by naming it you can diffuse that tension and say “listen, I know that this a challenging issue and we have differing opinions on this.” When a sensitive issue arises, I suggest allowing people to go around the room so that everybody gets a say in a measured way. I think putting a time frame on this, where everybody says their piece for two minutes and everybody has a chance to speak, works well. Another idea is that when these kinds of things come up, and the chair senses that the topic is not something you can get through at that point, consider using a “parking lot” [e.g., put a note on a flip chart]. Be really clear that you’re not pushing this off onto the side. Say: “Let’s talk about it at our next meeting and let’s hear everybody’s suggestions for how we can go through this.” For the follow-up discussion, maybe you bring in an outside facilitator, or perhaps distribute preparatory materials to give people different vantage points.

MARLA BOBOWICK: Index cards are another handy facilitation tool. Have people write down what they would have said next, then either redistribute the cards and have everyone read someone else’s comment out loud or have the chair read them all. If you hit a sensitive issue, writing it down forces people to organize their thoughts in a slightly less emotional way and helps prevent people from grandstanding or getting too emotional. It allows you to share what everybody in the room has to say without becoming too caught up in the heat of the moment. Then, you can have the next conversation: What do we want to do about this?

Index cards are also useful at naming and narrowing in on the real issue. Ideally, you can then have a constructive conversation about the obstacles to dealing with this issue. Even if you can’t solve it at the moment, you can at least figure out what the obstacles are, and what the potential solutions might be. Say, “We’re not going to find the solutions now, but let’s get everyone’s creative ideas about how we can deal with this and sit with it for a bit.”

If you put an issue on the parking lot for the future, you may wish to find relevant articles or case studies to help everyone step back a little bit and read about the issue. If there are no existing case studies, you can get a consultant to help you write something that shows the different perspectives – or contact the National Center to find another family foundation person who can share how they resolved a difficult situation.

Another fun exercise to diffuse intense emotions, especially if it’s a really sensitive issue, is to ask, “What is a completely irrational solution to this?” Or, “What would be the perfect best solution in an ideal world?” Have everybody write down what they want to happen. Then, explain, “Now, that’s an irrational dream. Let’s talk about what’s a reasonable or rational expectation.” You can start to see how far apart some of those things might be. This is another way to have some of these difficult conversations with a structured methodology. Some things you’re never going to be able to resolve perfectly. But maybe you can agree to disagree or say “We’re going to deal with it at the next meeting, and we’re going to start with it so that we can get through it and lay out how we’re going to get there.”

Online email surveys or thoughts can also be helpful. If it’s a family, everyone knows who everyone is, but at least everyone has an equal voice in that setting. You can start to see what the array of opinions is before you start to make decisions.

Board and staff roles: How can executive directors help the board chair take responsibility for managing the board meeting? What is the role of the board versus the staff in facilitating the agenda?

MARLA BOBOWICK: The executive directors I know who support family foundations are very clear that they are instrumental behind the scenes in helping craft the agenda, getting materials out, providing the numbers and the content information, and hearing what grantees are saying because they are often more on the front lines of the administrative aspects.

Part of the role of the board chair is to facilitate the work of the board, and this includes framing meeting agendas. The staff may present a lot of information, but the conversation and the dialogue should be between and among board members. Executive directors support the chair in framing questions. It’s perfectly acceptable for the executive director to leave questions open and not necessarily have all the answers. It’s not that the board chair has to have the answers, either, but he or she needs to make sure the questions get asked and figure out the best way to get them answered. So there isn’t an easy answer to this question. The chair doesn’t have to know everything and can certainly turn to the staff for information, but the chair’s job is to keep the board engaged.

KARIE BROWN: In my experience, it’s quite typical that the chair will defer to the staff person. I think it’s much healthier to move towards something like Marla was saying where the board chair is really leading the meeting — even if somebody else is facilitating particular discussions or agenda items. Some practical suggestions:

  1. When there is staff, the staff should work really carefully with the chair prior to the meeting so that the chair understands what the purpose of each agenda item is, what you’re trying to get out of the board on each item, and whether you’re trying to make a decision or just have a discussion about an item.
  2. The staff person may also wish to note where the hot button issues might be and then work with the chair to strategize about what to do about that. If you’re sure that one board member is going to pipe in or take a certain position on a certain item, it can be really effective if the chair talks in advance with that member about the agenda item. This helps prepare both the chair and the interested board member.
  3. If the board chair doesn’t have a lot of experience in leading or facilitating a meeting, or if they have particular challenges because there are members of their family sitting around the table, it can be a worthwhile investment to have the chair participate in a couple of hours of training on how to run board meetings. It can be just with a friend if you have somebody who knows how to do this. The chair can use this training to work on how to facilitate and navigate issues, and can get advice on particular questions they have about how to work with their board. This can be very effective, and can give that board chair the confidence and the tools they need to be able to step forward and lead meetings effectively.

Ground rules: Is it better to start with a clean slate and let the family construct the ground rules? Or should we start with a set of basic or generic ground rules and let people add or delete from the list?

KARIE BROWN: It’s important that you know what your board or family is like, including how they work together. Typically, I don’t share draft ground rules with board members in advance, but I have them in my back pocket as a facilitator or to share with the chair if the board is having trouble coming up with ideas, or if there are gaping holes.

It’s absolutely critical that the ground rules be fully owned by the board or the family. Ground rules should also be looked at as a living document. With the foundations I work with, I usually come back on an annual basis and say, “do these still hold? Is there something we want to change?” So to the extent that it can come from the folks themselves I really recommend that.

Consent agendas: Can you describe the protocol and practice of a “consent agenda,” including how a board member makes changes to it?

MARLA BOBOWICK: The “consent to agenda” is an old parliamentary trick. The idea is that the meeting organizer sends materials out in advance of the board meeting, and designates selected items as being on the consent agenda or consent calendar, with the understanding that these items will be approved as a block. This typically includes items such as board meeting minutes, committee reports, or basic routine business – nothing controversial or substantial. Items on the consent agenda are approved in one vote, without discussion, so you don’t have to spend five minutes each taking votes for five different items.

To make the consent agenda work, without taking away from board oversight, you have to be careful. First, the materials must go out in advance. Then, once you’re in the meeting, the chair says “okay, we’re going to vote on the consent calendar/agenda; does anyone want to remove any items listed?” If anyone wants to remove anything they can say, “I’d like to remove this from the consent calendar.” They don’t need to explain why, they just say, I’d like to remove it. Then the board votes on the other items. Note: If people have questions related to the consent agenda in advance of the board meeting, they can also call in advance; and if those questions are answered, the relevant items can remain on the consent agenda.

After the vote, you ask why the board member asked to remove the item in question and what the issue was. Then, you decide if you’re going to deal with the item today at a later date. Sometimes it might just be because there’s a typo in the minutes or a vote wasn’t recorded properly. Or they may think it needs further discussion. In that case, the chair and the group decide how to proceed.

There’s a free white paper on the BoardSource website that explains rules for how to make a consent agenda work, including when to use it and when not to. Consent agendas are helpful for getting through routine items so you don’t have to waste precious face time looking at a lot of details and going through a lot of procedural rigamarole when you really may need to deal with much more important issues.

Emeritus board members and other invited guests: Senior family members who’ve been on our board before are now called Directors Emeritus. Sometimes these individuals can dominate discussion or keep other board members, especially their own children, from speaking and disagreeing. How can we address this in a way that respects the work of the meeting, but also respects our senior leaders who are no longer board members?

KARIE BROWN: This is not uncommon, and it’s important to think through and prepare for this possibility. If there is emeritus status in your foundation, be very clear in your policies about what the roles and responsibilities of the person are in that position – what they’re able to do and can do and should be doing. Be sure to think these issues through in advance before you get stuck in them.

Often an emeritus person doesn’t participate in decision-making. As long as that’s clear, this can free other people up. There is also the issue of dominating the discussion where family and generational dynamics can come into play. This is where agreed-upon ground rules regarding participation are critical. For example, some family foundations will follow ground rules which ensure that in a discussion everybody has a chance to participate. They may also require that comments not be repetitive and are constructive to the discussion at hand. These are obviously subjective judgments. But when that starts happening, you can point to the ground rules and say, “listen, we agreed that we were going to not repeat ourselves and that we were going to give everybody a chance to speak.” It’s a way of kind of controlling that situation without personalizing it too much.

Staff members can also be helpful with this in between meetings – talking to members of a generation that may feel dominated, talking through their issues, helping them prepare, helping them think through how they can contribute effectively and not get bowled over in this situation. Then talk to the older generation or emeritus member about their roles and responsibilities and how they can cultivate more effective participation by presenting what they have to offer but also giving other people a chance to grow in their position as new board members.