I hope my children don’t burn down the house!

1. What were we supposed to be talking about? I hate coming to these meetings on Sundays; I’d rather be at Nordstrom! When is the coffee break? I’m hungry! We don’t need to talk about this, we need money! I hope my children don’t burn down the house! I hope we’ll actually decide on something today! I’d rather be home watching football! A Typical Board Meeting … HIGH-IMPACT BOARD GOVERNANCE Necva Ozgur April 2006

2. AGENDA • High-Impact Board Governance • The Board’s Annual Agenda • Team Building: The Keys to a Successful Board-Principal Partnership 4. The Art of Effective Board Meetings

3. “The board is responsible for creating the future, not minding the shop” John Carver

4. “No other singular variable is more important for the health and vitality of a school than the way it is governed.’’ Gary Gruber

5. PROFIT(BUSINESS) VS. NON-PROFIT

6. A NON-PROFIT IS GOVERNED BY THE BOARD • The board has the ownership. This ownership comes with accountability. • The power of a board is vested in all board members, not individual board members. • The board is collectively accountable for the well-being of the school. • The board delegates power to the school head to manage and lead the school. • The board is still accountable for the well-being of the school. • To ensure the viability of the school, the board monitors progress.

7. SCHOOL COMMUNITY

8. LIFE CYCLE OF BOARDS

9. LIFE-CYCLE OF BOARDS

10. WHAT IS GOVERNING BOARD? The governing board is a group of people working together within a well-defined structure who employ a formal process to carry out a mission of the organization. They have ownership of the organization. WELL-DEFINED STRUCTURE FORMAL PROCESSES Group of People Working Together + Well Defined Structure + Formal Processes

11. HIGH-IMPACT GOVERNANCE DESIGN DEVELOP THEIR OWN GOVERNANCE DESIGN DEVELOP THEIR OWN RESOURCES PROMOTE A STRONG GOVERNANCE CULTURE VALUETEAMWORK HIGH-IMPACT GOVERNANCE HIGH-IMPACT ORGANIZATION DEVELOP A PARTNERSHIP WITH THE SCHOOL-HEAD CONTINUOUS LEARNING AND IMPROVEMENT TAKE ACCOUNTABILITY FOR THEIR PERFORMANCE

12. 1. HIGH-IMPACT BOARDS DEVELOP THEIR OWN GOVERNANCE DESIGN • High-impact boards consider their first job to be managing their own affairs. • They design their own governance system to govern. They continuously review and improve it.

13. 2. HIGH-IMPACT BOARDS DEVELOP THEIR OWN RESOURCES • Develop people: Board members are considered to be precious assets • Develop structures: Create structures that give the board the ability to function best to build capacity 3. Develop processes: Create guidelines and policies to give parameters for people to achieve their maximum capacity

14. BOARD DEVELOPMENT IS: DEVELOPING PEOPLE DEVELOPING STRUCTURES DEVELOPING PROCESSES

15. 3. HIGH-IMPACT BOARDS PROMOTE A STRONG GOVERNANCE CULTURE High-impact boards develop a strong governance culture: a. Mission-driven culture b. Strategic thinking culture

16. 4. HIGH-IMPACT BOARDS VALUE TEAMWORK • High-impact boards value each board member, they also understand that each member is coming from a different background and that they most probably didn’t work together before. • The power vested in the board as a whole and empowering this group of people from different sources needs team-work. 2. The board focuses on team-working activities to strengthen its trustees.

17. 5. HIGH-IMPACT BOARDS DEVELOPSTRONG PARTNERSHIPS WITH SCHOOL-HEADS • High-impact boards build relationships of mutual trust, respect and cooperation with the school head. • They continuously nurture this partnership with care.

18. 6. HIGH-IMPACT BOARDS PRACTICECONTINUOUS LEARNING AND IMPROVEMENT They continuously monitor their own effectiveness and maximize their capacity by: a. Providing board development opportunities to their trustees b. Researching the best board practices, and adopting and continuously improving these practices

19. 7. HIGH-IMPACT BOARDS TAKE ACCOUNTABILITY FOR THEIR PERFORMANCE High-impact boards take accountability for their performance through: a. Planning b. Monitoring

20. THE BOARD’S ANNUAL AGENDA A TOOL FOR PLANNING, MONITORING & ACCOUNTABILITY PLANNING MONITORING ACCOUNTABILITY

21. ACCOUNTABILITY An accountable Board will ensure that the school achieves its stated mission by monitoring • To “ensure” is to “make certain of” or to “guarantee” • To “ensure” an action means that action is taken by anyone. It doesn’t mean you have to do it. You just need to “make certain” that the action was indeed taken by someone.

22. ACCOUNTABILITY • Since there isn’t a higher authority keeping boards accountable, boards need to create a system to keep themselves accountable • The board’s credibility rests on trust and integrity, so checks and balances are crucial • If you don’t know how you are doing and what the measures are, how can you improve? How can you know if you need to improve? • While every element of the school is being evaluated, it also makes sense that boards are evaluated too; boards need to develop an accountability system and use it annually • These are a few tools that can be used for board evaluation: • Board evaluation form • Individual board member evaluation • Meeting evaluation • Annual goals and objectives • 360 degree feedback

23. We Can Delegate ResponsibilityButWe Cannot Delegate Accountability

24. The Board ensure accountability with planning and monitoring

25. Most of the time we either: Plan Without Monitoring or Monitor Without Planning

26. THE FINE LINE BETWEEN MONITORING AND MICRO-MANAGEMENT The number one top concern among non-profit CEOs is: The M word MICRO-MANAGEMENT

27. HOW DO YOU MONITOR WITHOUT MICRO-MANAGING? 1. Understand that micromanaging feels natural; we want to do things, to fix things 2. Form a team between the board-chair and the school head: team approach versus adversarial relationship 3. Board, school-head relationship policies 4. Trust building and relationship building

28. WHY DO BOARD MEMBERS MICRO-MANAGE? • Board members are generally chosen because they are movers and shakers--they know how to get things done 2. They care, they are concerned and they don’t know what else to do 3. Board members have no clear sense of their role 4. The board has no policy clarifying board or administration roles

29. MONITORING THE BOARD’S ANNUAL AGENDA 1. Monitoring the Board’s Calendar 2. Monitoring the Board Meetings 3. Monitoring Individual Board Members Annual Agenda for Board Members Who Have Responsibilities 4. Monitoring the Board’s Committees Annual Agenda for Committees 5. Monitoring the School’s Effectiveness Annual School Agenda 6. Monitoring the School Head’s Effectiveness Annual School Head Agenda

30. Annual Calendar Items: Audit Budget Board Retreat Board Orientation Board Training Board Giving Annual Review: Bylaws Personnel Manual Policy Manual Insurance Compensation Package Regulatory Reporting Accreditation Requirements MONITORING THE BOARD’S CALENDAR

31. 2. MONITORING BOARD MEETINGS • Monitoring by following-up on past board decisions Building monitoring into decisions as you make them 2. Monitoring by following-up on plans Creating “Plan Monitoring Forms” 3. Monitoring by following-up on key indicators Creating a dashboard by brainstorming with the board 4. Monitoring by Following-up on Calendared Items Ensuring the board’s annual calendar items are placed on the agenda

32. SAMPLE MONITORING CHART

33. 3. MONITORING INDIVIDUAL BOARD MEMBERS’ COMMITTMENT • Decide what to require of board members (Letter of Commitment) • Decide what to do with those who do not comply • Use a board member matrix to monitor the performance of each individual board member who takes on any responsibility (Monitor what they said they will do)

34. BOARD MEMBER MATRIX

35. 4. MONITORING BOARD COMMITTEES • Create a board accountability committee to ensure the board’s accountability. • As a board, decide on what committees you need to govern effectively and create committees accordingly. • The board doesn’t need committees that mirror the administrative structure. • Ask each committee to prepare an annual agenda, annual calendar and work plan. • The board monitors and evaluates each committee according to the committee’s annual agenda, annual calendar and work plan.

36. 5. MONITORING THE SCHOOL’S EFFECTIVENESS • Have a board retreat with the administration, to discuss: How do we measure success? How will we monitor our effectiveness and measure the impact? • Establish key indicators of success and create a checklist • The board and the school-head will prepare an annual agenda with an annual calendar and work plan. • The board monitors the school’s effectiveness according to the school’s annual agenda, annual calendar and work plan.

37. 6. MONITORING ANNUAL SCHOOL HEAD AGENDA • At the beginning of the school year, the school-head and the board chair will agree on the “School-head’s Annual Agenda” according to the priorities of the school. • At the end of the school year the school head will be evaluated according to his/her achieving goals in the School-head’s Annual Agenda.

38. ANNUAL BOARD AGENDA &BOARD EFFECTIVENESS The following six items together will be the board’s “Annual Agenda Portfolio” • Board Calendar • Annual Agendas and Minutes • Annual Agenda for Board Member Who Have Any Responsibilities • Annual Committee Agendas • Annual School Agenda • Annual School Head Agenda

39. WHO MONITORS THE BOARD’S ANNUAL AGENDA? Three options: 1. Secretary of the board is the chief monitor and she/he monitors 2. The board chair monitors 3. Committee of the board monitors: Board Accountability Committee

40. PARTNERSHIP BETWEEN THE BOARD AND THE SCHOOL HEAD • The relationship between the board and the school head is the most critical factor in determining the success of the school • The main element in that relationship is the mutual understanding of the roles and responsibilities of the school head and the board • Trustees can contribute to a healthy board-head relationship by providing intellectual and emotional support for the school head

41. PARTNERSHIP BETWEEN THE BOARD AND THE SCHOOL HEAD • A successful relationship is based on the following principles: • Mutual respect • Building trust • No surprises • Praise publicly, criticize privately • Open and honest communication • Professional and cordial relationship

42. PARTNERSHIP BETWEEN THE BOARD AND THE SCHOOL HEAD • The annual evaluation process is one of the essential steps in creating the climate of trust • An annual goal-setting session between the board chair and school head is another important step to reach mutually agreed upon measures of success • The evaluation of leadership is not a one-way street. Boards should also annually assess their own performance, inviting the school head to contribute constructive criticism as part of that process

43. THE ART OF EFFECTIVE BOARD MEETINGS • One of the main responsibilities of the board chair is to conduct successful board meetings • An ideal board meeting is one in which every trustee leaves feeling that his/her presence made a difference

44. THE ART OF EFFECTIVE BOARD MEETINGS • At the beginning of the year, develop an annual agenda derived from the board’s strategic priorities • Based on the number and scope of these issues, determine how many board meetings are likely to be needed during the year and how the topics should be distributed throughout the calendar

45. THE ART OF EFFECTIVE BOARD MEETINGS • Establish a clear purpose for each board meeting • Everyone knows what the desired outcomes are for each portion of the meeting, so they can come prepared to discuss, decide, approve, or receive information for each item on the agenda • The agenda can be designed so that the desired outcome is indicated for each item

46. THE ART OF EFFECTIVE BOARD MEETINGS • Prepare agendas with priorities • Place important items first on the agenda • Routine items can be part of a consent agenda, or can be placed last on the agenda

47. THE ART OF EFFECTIVE BOARD MEETINGS • Maintain focus during the meeting; running an effective meeting is the board chair’s responsibility • While the chair runs the meeting, the entire board shares the responsibility for keeping the discussion on track • Digressions and comments unrelated to the items on hand are an unwise use of time and diminish the effectiveness of the board

48. THE ART OF EFFECTIVE BOARD MEETINGS • Strive for consensus for a better chance at successful implementation • Taking the time to give board members an opportunity for thoughtful consideration of an issue is time well spent in gathering support for a final decision

49. THE ART OF EFFECTIVE BOARD MEETINGS • Seek completion of each item; make sure everyone is clear on the implications of a decision • The board and the school head should leave the meeting with a clear understanding of what will happen next • What are the next steps? • Who is responsible for taking what actions? • What is the date for a progress report to the board? • Who needs to be informed of the decision?

50. THE ART OF EFFECTIVE BOARD MEETINGS Evaluate the board meeting. It can be helpful to spend as little as five minutes at the conclusion of the meeting asking board members for comments on how the meeting went in terms of: • Participation by all members • Following the agenda • Keeping within planned time limits • Starting on time and finishing on time • Achieving the objectives of the meeting