help your board assess its way to high performance 2012 asae annual meeting dallas, tx august 13,...
TRANSCRIPT
Help Your Board Assess its Way to High Performance
2012 ASAE Annual MeetingDallas, TX
August 13, 2012 3:15 PM - 4:30 PM
Les Wallace, Ph.D.
1© Signature Resources Inc. 2012
The 21st C—It’s Different
Speed: blinding, touching every aspect of life.
Complexity: quantum leap mixing related forces.
Risk: upheaval raises risks of “new ideas.”Change: sudden, radical, constituent demands.
Surprise: unimaginable—challenging sensibility.
Organizational Size: enterprise complexity, geo-footprint, governance competency, member needs tracking, consensus building, speed of decision-making are all impacted.
2© Signature Resources Inc. 2012
Economic Value of Governance
Engagement /Service /
Level
Economic Value
Volunteer @ hourly level (events, meetings, focus groups,
surveys)
$50/hr.
Committee / Task Force Service
$150/hr. St./Regional
$250/hr National
National Board $500/hr.
3© Signature Resources Inc. 2012
Board Self Assessment
• Association Governance is demanding.• Annual self assessments are commonplace
with high performance boards.• In the high risk world of publically traded
companies, the Securities and Exchange Commission requires an annual board self assessment.
• Continual learning is important to sustain excellence.
4© Signature Resources Inc. 2012
Why Self-Assessments?
High Performance governance is a strategic advantage.
All complex systems benefit from tune-ups. Assessment drives continual learning and
excellence in governance. Timely corrections and interventions smooth
out wide fluctuations in performance. Give voice to all board members. Create confidence in governance.
5© Signature Resources Inc. 2012
Board Self Assessment
• Adopt a board policy on self assessment.
• Typically a Governance / Nominating or Executive Committee responsibility.
• Annually: broad spectrum or micro: doesn’t matter—do something.
• Broad spectrum governance assessment every four years—more targeted assessment in other years.
• Always confidential!6© Signature Resources Inc. 2012
5 Self Assessment Models
Real Time discussion each meeting. Annual survey assessment of one
element of governance. Full spectrum governance
assessment survey. Customized telephone survey. Board member to Board member
feedback.
6th Option: Outside Expert Review.7© Signature Resources Inc. 2012
Each Meeting Assessment
Real Time discussion each meeting. Agenda well prioritized? Sufficient dialogue on topics / decisions? Sufficient time on strategic issues? Pre-meeting materials adequate / timely? Adjustments identified for next board
meeting? Plan-Do-Assess-Act.
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Annual Assessment of 1 Element
Financial oversight / reporting. Strategy. Constituent feedback and data
tracking. Committees. Task forces. Meetings and agendas. Board recruitment and development.
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Full Spectrum Assessment
Mission, vision, values. Strategy Process and Tracking. Fiscal performance and oversight. Board Roles / responsibilities. Board structure, makeup, recruitment. Board dynamics. Enterprise Risk Management. Meetings / agendas. CEO feedback / evaluation.
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Customized Telephone Interviews
Conducted by outside objective third party. Selected governance processes (fiscal,
planning, committees, etc.). CEO / Board partnership. Strategy. Board development. What’s working well, needs attention.
…other targeted, organizational specific Q’s.
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Member to Member Feedback
What might [name] do to add even greater value to our governance?
----------------------------------------- Or… a series of specific questions: Participation / engagement. Preparation knowledge. Development. Confidential—best facilitated by a 3rd
party.12© Signature Resources Inc. 2012
1st Things 1st…
…the House is in order! Organizational activities aligned & producing acceptable
achievement. Financial health stable with 6-12 mo. operating reserve. Strategic plan provides live compass points for future
transformation & impact. Annual refresh! Audit committee evolving into ERM mindset. CEO competent and has Board confidence. [Annual
review] By-laws, policies, up to date (3 yr. review cycle). Constituent support stable: membership #s, wallet share. Highly competent constituents available for Board. Board makeup mirrors geographic and demographic
footprint.13© Signature Resources Inc. 2012
Competent
Board job descriptions ID leadership competencies required.
Nominations / applications / candidate forums confirm competencies.
Term limits (formal or informal) assure board and officer turnover and infusion of fresh perspectives.
Governance Leadership succession program in place develops future leaders from the field early… 2-5 years out.
Outside board members add competency and perspective. No emeritus status board members. Board members failing the involvement / attendance / conduct
standards are removed for cause: bylaws are specific to these expectations.
Balanced scorecard “dashboard” provides efficient oversight vs information overload and helps board stay out of the weeds.
14© Signature Resources Inc. 2012
Competent
Meeting agendas are strategic and high priority focused vs operational & activity based.
Real time assessment of effectiveness following each board meeting.
Annual self-assessments and development plans drive improvement.
All committees / task forces have written charters and clearly identified outcomes or deliverable expectations.
Committee charters reviewed every 2 years. A dose of governance leadership development at every
meeting (+/- 15 minutes).
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Strategic
75% of board agenda devoted to strategic topics—future facing.
Strategic plan in place looking 3-5 years out. Annual re-confirmation / refresh of strategic plan. Plan draws heavily upon market. Inclusive input on strategic plan: past board members committee members professional thought leaders focus groups potential board members in your succession pipeline
16© Signature Resources Inc. 2012
Constituent Focus
2-4 x year checks on “member” value & satisfaction (two different issues).
Satisfaction = Value = meets my needs.
Board voice represents a diverse broad spectrum of membership.
Strategic agenda helps brand the organization. Robust & open communication strategy links members
to Board: newsletter, Tweets, Facebook, dynamic website, communities blogs.
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Transparent / Generative Tone
Unrushed board agendas assure generative dialogue occurs with 50%-75% of board agenda.
Characterized by candid discussions with appreciative respect for diverse points of view.
Transparent—no back room agendas, limited use of “executive / closed session.”
Transparent--robust information available to constituents through dynamic web site / publications (performance indicators / dashboards available on web site).
Committee proceedings available in real time to board. Greater use of “virtual meetings”.
Governance As Leadership (Richard Chiat)
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Clarity in Direction to Exec. Team
Platinum quality alignment between Board and CEO on goals and performance.
Twice a year performance feedback to CEO (brief mid-year & full annual review)—competency based
CEO/ key staff reports are “outcomes” & “exceptions” based vs “activity” based; strategic vs administrative detail. Effective use of “executive summaries” and “consent agenda.”
19© Signature Resources Inc. 2012
Contact Info:
Les Wallace, Ph.D.President
Signature Resources Inc.www.signatureresources.com
20© Signature Resources Inc. 2012