Seven Tips for Good Governance

Peter Fissinger, President & Chief Executive Officer, of member firm Campbell & Company

Increasingly, non-profit organizations are asking Campbell & Company to assess their governance structures. This often happens with a campaign on the horizon, but not always. Depending on the nature of an organization, governance requirements can vary. But I will list seven tips that we usually recommend to our clients:

  1. Get your house in order before a major campaign. It is difficult to reorient board members’ role in fundraising after a campaign has begun. People recruited to a board who have not been told they will be expected to make a major gift, that the board should account for 20-50% of the campaign goal and that they will be expected to help solicit others may resent being told this later on.  Building a strong board is like tending a garden; seeds must be carefully planted and nurtured prior to harvest.
  2. The board development committee is the most important committee of the board. It is responsible for identifying, qualifying, recruiting and orienting new board members. No other committee has such an important role, and membership of this committee should be carefully constructed.
  3. Develop clear role descriptions for board members, and communicate expectations to prospective board members very clearly. Board members have a few critical roles: to serve the public trust and protect the mission of the organization, hire and fire the CEO, set major policy and steward financial resources (this last role is where fundraising comes in). The board development committee should share the board role description with the entire board annually for approval, and the role description should be shared with prospective board members before they are invited to join the board.
  4. Create a profile for prospective board members and work to develop a deep list of candidates.  Far too often, individuals are invited to join a board based on the well-intended but offhand recommendation of a current board member during a board meeting. This is not good discipline, and it will create dysfunction. Good boards have multiple discussions with prospective members, and strong candidates will appreciate thorough vetting. A deep list of candidates and strong protocol for qualifying candidates will help prevent rash decisions made under the pressure of deadlines. Note: most development officers are capable and willing when it comes to developing a list of board candidates.
  5. Work hard to orient and support new board members.  If you want a strong board, help new board members to become contributors to the board’s work right away. Good orientation is critical to supporting new board members. Also consider assigning new members with a mentor who can help guide the process and answer questions.
  6. Consider implementing term limits. Increasingly, Campbell & Company is favoring term limits in our governance practice. While term limits may not be appropriate in all cases, there are two distinct advantages to having them: Boards are forced to seek new members regularly, and it is easier to shed mediocre performers. Remember, we can always invite outstanding board members back on the board after one year, and we can extend term limits in the case of officers.
  7. The board has one employee (the CEO), and the CEO reports to the board as a group (not any one member). These are important ground rules which will enable the CEO to be effective and the board to refrain from meddling.

While governance can be a complex topic, Campbell & Company has found these principles – when followed – will help nurture an effective board.  Strong boards are critical to non-profit organizations, especially when implementing major campaigns.

For questions regarding Seven Tips for Good Governance, please email Peter Fissinger at peter.fissinger@campbellcompany.com.

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