Succession Planning: Is Your Board Prepared for Transition?

Everyone is talking about succession planning today. Much of the conversation is motivated by the large numbers of baby boomer executives expected to retire in the next few years. While this is a real concern deserving of our strategic attention, I have to wonder why so little attention is paid to succession on our boards of directors. After all, turnover is virtually an everyday occurrence on boards. Term limits and life’s challenges move people out of office or off the board altogether on a regular basis; and fewer and fewer individuals are stepping up and into the vacated leadership positions. The result is that boards are often forced to choose creative approaches to filling the empty chairs, such as allowing people to share the leadership responsibilities or conferring key positions on inexperienced talent. Unfortunately, experience tells us that such solutions typically result in a loss of organizational momentum or effectiveness. But, this needn’t be the case if we will commit to adequately preparing our boards for transition.

I doubt there is anything we can do to bring back the days where people will spend a decade or more working their way up to a coveted leadership position. But a strong succession plan is within reach of every organization. To see how, we must first consider what a succession plan really is, and what it isn’t. It isn’t about knowing who the next three board chairs will be. It is ensuring that you have a strong board with clear procedures in place, where everyone understands the big picture, is engaged and knows his or her role. In other words, the best succession plan is having a board that regularly operates under proven practices because a board like that will be able to continue to perform effectively regardless of what position may turn up empty tomorrow or the next day.

To determine if your board is prepared for the inevitable expected – to say nothing of sudden – transitions, answer the questions below.
 Does your board have criteria for membership?
 Does your board maintain a current pool of good prospects for board membership by continuously identifying and cultivating potential members?
 Does your board “test out” potential board members by encouraging committee or other participation first?
 Does each individual on your board have a job description?
 Does your board chair have a job description?
 Has each individual on your board gone through an orientation?
 Does your board share a collective vision for the community?
 Does your board share a passion for the mission of the organization?
 Does each individual on your board have ready access to a copy of the bylaws?
 Do the bylaws indicate how the transfer of power will operate under both normal and extenuating circumstances?
 Does your organization operate according to its bylaws?
 Are the expectations of your board members clear?
 Are board members that fail to live up to their expectations asked off the board? (Is this a given, regardless of the person’s affluence or influence?)
 Are your board members provided board education at every meeting?
 Does each individual on your board understand the issues critical to the organization’s mission?
 Do your board agendas encourage participation around substantive issues?
 Are decisions consistently made on the basis of your organization’s mission, vision, guiding principles as well as defined criteria for success?
 Is every individual on your board offered opportunities for leadership?
 Do your board members know each other well enough to look forward to working with one another?
 Does your board take time at most meetings to evaluate what it is doing well and what it could do better?
 Does your board do an annual self-evaluation?
 Does your board make changes in its behavior on the basis of its evaluations?
 Does each committee have a purpose?
 Does each committee have goals?
 Are your committees held accountable for achieving their goals?
 Does your board have a crisis management plan in place?

If you answered “no” or “only sometimes” to most of these questions, you may be left wondering if there is a future for your organization when one or more of your key leaders leave. Don’t let that happen. Make a commitment today to begin working on those conditions to which you were not able to answer a resounding “yes” and soon you’ll realize that succession is no longer an issue because your board is functioning efficiently and effectively no matter who is in the driver’s seat.

Our Boards Must Understand How They Operate

I just finished analyzing a governance assessment completed by 15 different organizations participating in a board building program sponsored by our local Community Foundation. It was fascinating. In many cases there would be one person from an organization that would answer the question in the affirmative about whether that organization had a Whistleblower Policy or a Records Retention policy – policies every organization must have. The rest of the respondents would answer “no” or “I don’t know.” In each of these cases, the executive director/CEO completed the survey along with board members. While I didn’t have the access required to manipulate the data, I’d bet my bottom dollar it was the executive director/CEO that was correctly answering the question because he or she was the one who ensured compliance. Even the answers to questions such as whether the organization employs term limits or a consent agenda revealed that oftentimes more than half the board members did not know if they did or didn’t.

While not surprised, I must admit I’m a bit disappointed. Clearly the majority of these organizations are operating according to proven practices, but the board is not aware of it. According to their answers to the question about the ease of getting a quorum, it doesn’t appear the problem lies with nonattendance. It seems as if the chief administrative officer is implementing the right policies and procedures but failing to share this with the board along the way.

What is the answer? First, maybe it’s time that the executive director/CEO turn over the implementation of board-related responsibilities to the board. Using the example above, this would mean that the development and dissemination of policies would be done by the board. And, if the board handles the job, the members would know the policies exist.

Second, perhaps the content of board education should be changed to focus more on proven practices and how the board complies with such practices. The bylaws committee might mention what section in the bylaws is guiding each action. The board development committee might create more or different talking points or initiate a short quiz at each board meeting designed to test whether the board knows how it is/should be operating. The orientation might be enhanced to ensure new board members understand what is expected and why.

Finally, there has to be a better communication. At meetings the board chair might make it a point to explain why certain actions are being taken. Committees might use a report form that spells out how recommendations relate to the organization’s strategic initiatives the budget, staffing and so on.

Hopefully, by working together more as a board each member of the board will know exactly how the board operates and why. Ultimately, that has to result in a more effective board.

Painless Giving

By Terrie Temkin

Last month I blogged about three graduate students at Rutgers University that made a life-long pledge to give a significant portion of their incomes to those less fortunate. A common response I got to the post was similar to what the three themselves have heard: “How admirable. But I wonder how long they’ll maintain that pledge once they start having families and facing the everyday responsibilities of a mortgage and car payments? But must these commitments be mutually exclusive? Can’t one still give generously without negatively impacting one’s lifestyle? There are those that would answer a resounding “no” to the first question and “yes” to the second.

After posting that last blog, I heard back almost immediately from a colleague, Dr. Donna Goldstein. She wanted to share what she does to make a difference in others’ lives that take little more from her than her time. One idea she presented is that when she goes to the grocery store she takes liberal advantage of the frequent two for one offers, even though she rarely needs the second item. She keeps the one she needs and donates the second to her local food bank. She also haunts the second-hand stores, often finding just the perfect item for her wardrobe or home. She takes the money she saves by not buying new and donates it. On top of the good feeling she gets from that, she enjoys the pleasure of the hunt.

My brother, Dr. Larry Temkin, is a Professor II in the Philosophy Department at Rutgers. A moral philosopher internationally recognized for his work on inequality, he lectures on this topic regularly. He tells his students that while some, like Donna, may actually prefer finding something unique at the second-hand store, they can still buy new and make philanthropic contributions, all without necessarily affecting their desired lifestyle. As an example he might suggest that perhaps they have been lusting over a special pair of jeans that cost $150. They are going to buy the jeans, but they just haven’t gotten around to it. Then one day, the jeans go on sale. They pick them up for half off. They were perfectly willing to buy the jeans at $150, but only had to spend $75. They could take the $75 they saved and donate that to charity without taking a dime from the pocket they know they should be designating for charitable giving.

On a smaller scale – that does add up – they can become coupon shoppers. Fifty cents here, two dollars there… If they put aside their savings, in short order they will have a full piggy-bank to share with someone less fortunate. Again, it’s all out of money they have mentally already spent, so it seems less onerous than having to come up with “extra” money that they can donate. And, of course, if they are among those that empties the change from their pockets each night and throws it into a can to sit for years and years, they have a ready source of cash that will never be missed.

I’d love to hear your suggestions for painless giving.

What Everyman Can Learn from Student Philanthropists

I’m an avid NPR listener. For awhile, now, I’ve regularly been hearing a message from the Community Foundation of Broward (Florida) on my local station that goes something like this: Bill Gates and Warren Buffet are encouraging their fellow billionaires to pledge half their fortunes to charity. But why let them have all the fun. You can participate in the joy of giving by making a gift through the Community Foundation.

I don’t know how well people are responding to this proposition. While I think it’s extremely clever and I hope it’s successful, I’m sure a large number dismiss it, believing that the Gates and Buffets of the world can afford to give half their money away to charity and never even miss it. After all, Gates’ 2010 estimated net worth is $54 billion and most of us assume that one can still live pretty nicely on $27 billion. But for Main Street USA, where, according to the Federal Reserve Board’s 2010 survey, half of Americans have a net worth of less than $84,000, giving away a significant portion of your money to charity doesn’t seem very realistic.

Yet, three graduate students at Rutgers University think it’s doable. Philosophy majors Nick Beckstead, Tim Campbell and Mark Lee have made their own significant pledge to give away a set percentage of their annual income to causes that they feel will do the most good in the world – not just over the next few years, but for life.

The three say they were influenced by Australian applied ethics philosopher Peter Singer, who holds dual appointments as the Ira W. DeCamp Professor of Bioethics at Princeton University and Laureate Professor at the Centre for Applied Philosophy and Public Ethics at the University of Melbourne. In 1972 Singer published an essay entitled “Famine, Affluence and Morality,” in response to the mass starvation found in Bangladesh. In that article Singer argues that it is a moral imperative for persons of affluence to give more to humanitarian causes than they typically do: "People do not feel in any way ashamed or guilty about spending money on new clothes or a new car instead of giving it to famine relief. (Indeed, the alternative does not occur to them.) This way of looking at the matter cannot be justified. When we buy new clothes not to keep ourselves warm but to look 'well-dressed' we are not providing for any important need."

Few would classify graduate students as affluent and therefore individuals to be held to Singer’s standard. But in a December 11, 2010 Wall Street Journal article by Shelly Banjo, “Pledging to Give What They Can,” Beckstead says. "Someone who makes $25,000 is in the top 3% of the world's wage earners." Campbell adds, "It puts things into perspective and makes you realize you're on a much higher ladder than you think."

When I read the Wall Street Journal article I was incredibly impressed and began sharing the story with friends, family and colleagues. The responses I got all credited the three for pledging something so admirable. But, almost to a person added that they’d like to follow the three over the next 10 years as they graduate, start to have families and take on obligations for feeding, sheltering, educating and paying health care costs for those families – especially in America, where the costs for such basics are far more than in many other parts of the world.

The three have obviously been told this to their face. Beckstead is again quoted in the Wall Street Journal article as saying, "When people see us pledging to give away their income, some are critical and say this is an idealistic idea that they'll realize is unworkable in the real world. We think otherwise; this is a long-term decision."

I believe that a clear vision and commitment to that vision are the first steps in actually creating the world we all want to live in. Beckstead, Campbell and Lee have that vision and commitment. Whether or not they move away over the years from the level of financial commitment to which they’ve recently pledged, they undoubtedly will continue to give. And,right now they serve as extraordinary role models. Obviously, they are role models for other young people, who might be influenced to give more of their discretionary funds to charity or even join or start a chapter of Giving What We Can – an organization pioneered in Oxford, England that the three are bringing to Rutgers. But they, probably more than Gates and Buffet, are role models for the rest of us too. After all, if they can make this commitment on a 20-something’s salary, the rest of us should be able to pledge at least a bit more.

There is beautiful saying by Leo Burnett, “If you reach for the stars, you may not quite get one, but you won’t come up with a handful of mud either.” Keep reaching Nick Beckstead, Tim Campbell and Mark Lee.

All the More Reason for Nonprofits to Collaborate…

I recently returned from the BoardSource Leadership Forum in San Francisco. BoardSource President and CEO Linda Crompton opened the convening. One of her comments was that innovation is not necessarily an event or a singular killer idea. It tends to be emergent – the result of group interaction.

I was not home more than a day before my business partner, Gail Meltzer, send me a YouTube video featuring Steven Johnson who wrote Where Good Ideas Come From. In it, Johnson suggests that true innovation comes from a series of “slow hunches” that build on one another and require time to truly incubate. Most often, he says, it is the collision of idea from others that makes the hunch lurking at the back of one person’s mind actually develop into something worthwhile. He states, therefore, that we must find spaces that will allow people with different ideas to come together and bounce those ideas off one another. He offers the analogy of the coffee houses and salons of the early 20th Century that resulted in such great art and literature.

If Crompton and Johnson are correct, then the leadership of organizations that focus internally – that is, determining how they can become better funded, attract the strongest board or gain a reputation as the ‘premier organization’ in their field – are actually working counter-productively to that end. Their organizations will never be recognized as exceptional if they don’t innovate. And, as long as they choose to avoid the interactions with the larger environment that lead to the cross-fertilization of ideas, they are doomed to merely doing more of the ‘same old, same old.’

In my mind this means that leaders must create opportunities to meet frequently with their counterparts in a wide variety of organizational entities to dialog about and to piggy-back off of ideas. The entities they choose to meet with must not only be those that are doing similar work, or that share similar visions for the future, but organizational entities that bring very different viewpoints to the table.

Obviously, this requires a certain level of trust. Therefore, the convening groups will want some rules of engagement. The guidelines for brainstorming are appropriate here – e.g., to generate as many ideas as possible, to avoid judgment, to allow time for clarification, etc. The most important guideline, however, is adopting an attitude that, once thrown out, an idea belongs to the group as a whole. Any modifications of that idea are for the benefit of the community as a whole.

Just think what we could accomplish in our communities if we all took this approach!

Study on Women Donors Presents Lessons for Board Recruitment

A study(1) released this week by the Women’s Philanthropy Institute at Indiana University’s Center on Philanthropy showed that women are the largest donors. They give more in actual dollars and they give more frequently than men. This is a reality that holds true regardless of the women’s own economic status; and, the disparity of giving increases with the individuals’ income. For instance, 35.2 percent of women who earn $23,509 or less annually make charitable contributions, opposed to 27.5 percent of men who earn at that same level. When income rises to at least $103,000, 96 percent of women give to charity, while only 75 percent of men of similar means give. The results, culled from a sample of 8,000 American households, also revealed that women typically give because they care about the work that is being done. Men tend to give because they are asked.

This study is already shaking up many who have traditionally turned to powerful men in the community for large financial commitments. However, it should also shake up those who are recruiting for boards of directors. According to the Urban Institute study, “Nonprofit Governance in the United States: Findings on performance and accountability from the first national representative study,”(2) while women make up almost half of all boards in the US (46 percent), they tend to be found on the boards of smaller organizations – typically organizations with budgets under $100,000. The percentage of women serving on the largest (budgets of $40 million plus), most prestigious boards is only 29 percent.

One reason for the above may be that, according to Ostrower’s findings, women often do not make the cut when organizations use financial skills and reputation in the community (“affluence and influence”) as recruiting criteria. If board members are expected to be among the biggest and most committed givers, the Women’s Philanthropy Institute’s study should cause us to question whether organizations are shooting themselves in the foot when they actively solicit more men than women.

Perhaps of even more import is the difference the study found in why people give. Will Brown’s work (3) shows that belief in the mission is the most important factor related to board performance. Conversely, Candace Widmer (4), in a now classic study, found that joining a board because a friend asks is a temporary incentive and provides neither ongoing rewards nor participation. So, unless the organization is quickly able to provide these board members with other, more meaningful incentives, they will not stay involved. Does it not make more sense, therefore, to recruit those who are already motivated by what the organization is doing? We now know empirically, this means recruiting more women with a demonstrated interest in our organization’s mission.


________
1) Mesch, Debra. “Women Give 2010.” The Center on Philanthropy at Indiana University, 2010
2) Ostrower, Francie. “Nonprofit Governance in the United States: Findings on performance and accountability from the first national representative study.” The Urban Institute, 2007
3) Brown, Will. Presentation at the Midwest Center for Nonprofit Leadership Conference, “Boards in Uncertain Times: Exploring the implications of financial, technological and generational change for nonprofit governance.” April 2009.
4) Widmer, Candace. “Why Board Members Participate.” Journal of Voluntary Action, 1985

CEO’S ARREST SHOULD BE NOTED IN THE MINUTES

Q: Our CEO was recently arrested for a hit and run that resulted in some property damage. The situation made the newspapers. While the incident itself has been both legally resolved and handled internally in executive session, the board is divided about how to record this in our minutes. Some feel the issue should be dealt with head on. Others would prefer to merely indicate that a personnel issue was discussed and so noted in the individual's file. There is a concern that we may be exposing ourselves to a charge of libel by naming the CEO as the person discussed. How private are such personnel issues?

A: I’m sure a lot of people out there are breathing a sigh of relief that they don’t have to deal with your situation. But, the reality is that this could happen in any organization at any time. CEOs are people and people can get into messy situations. What you’ve shared happens more often than you might think.

The privacy issue you raise actually varies from state to state, so you should definitely consult a lawyer in your community. Assuming, though, that this is not a concern where you live, let me offer some other important issues for your consideration.

Normally, I subscribe to the “less is more” school of minutes. However, in this particular instance, where there was a serious offense, an arrest, it made the papers and led to some sort of restitution, I think you have to be more explicit than “a personnel issue was discussed and so noted in the individual’s file” – unless, the board opted to do nothing about it. In that case, as a colleague of mine suggests, you want to bury the subject by making any notation in the minutes as weak as possible.

A critical question that should play a role in your decision-making is, “Did the hit and run occur while the CEO was on organizational business?” If so, your response must be stronger than if it did not. But, in either case, my concern is that donors and other supporters undoubtedly read about the incident – especially if your organization is a prominent one and/or your CEO is a fairly public figure. They will question whether and how the board acted on this. If they can’t be confident that you took this seriously and acted in a responsible manner, they may doubt the board’s ability to steward the organization during challenging times. This could lead them to jump ship.

There should be no exposure to a libel charge as long as you stay with the facts and avoid anything that is supposition, since libel requires misrepresentation. (Just a reminder for other organizations that may find themselves in a similar situation, an arrest is not a conviction.) Actually, according to Steve Nill, a lawyer I consulted on this matter, the more public a figure your CEO is, the less you have to worry because that person would have to prove you acted maliciously – that is, that you knowingly included false information in the minutes.

To protect both the board and the organization, though, I would also call your insurance company. Tell your claims representative about the situation. Often insurance companies require that they be notified so that they are not surprised if someone decides to sue. But even if your company doesn’t require such notification, the representative may have some excellent suggestions for proceeding forward at this time. Some insurance companies will even provide you with legal counsel to help you avoid potential pitfalls.

One last thought… If you don’t have crisis management policies already in place, your board should run, not walk, to grab its collective pen! It is especially essential to have a plan for dealing with personnel issues like this that have the potential for becoming public, because unfortunately, as I indicated at the beginning, incidents like this or embezzlement of organizational funds, sexual harassment, and child pornography – to name just a few – tend to crop up more often then we’d care to admit. And they can leave the organization with serious egg on its face.

The plan might be to sweep any such incidents under the rug (Not my recommendation, by the way!), wait for the media to find you and pray that they don’t, or get out in front of the incidents with the media. If you decide to speak out, the plan should indicate who will serve as the voice of the organization. The plan is a good place to consider consequences for wayward individuals, as well. It’s always easier to decide these things in the abstract, when the emotions tied in with any specific individual are not at play.



A special thank you to Stephen Nill, J.D., GPC. and the founder/CEO of CharityChannel.com, for his added insights to this response.

Note should be made that even though an attorney was consulted in the construction of this answer, the above should not be construed as legal advice. Questions such as these are sent with minimal information and the answers are necessarily broad.