What’s on the Agenda?

[Note: An edited version of this article appeared in Harvard Business Review on October 12, 2022.]

If I’ve heard it once, I’ve heard it, well, a dozen times: “We almost never have time in board meetings to talk about strategy. We’re too busy with board business!”

Which raises the question: What kind of board business is more important than strategy?

And that raises another question: Why do nonprofit board agendas put an emphasis on a lot of stuff that really doesn’t matter, and skip the stuff that does?

Board responsibilities

Certainly, yes, boards have key responsibilities beyond strategy. The one that typically fills up the most time in meetings is the board’s fiduciary responsibility.

Please don’t quote me saying that fiduciary responsibility doesn’t matter: it absolutely does! The board needs to know that the organization’s funds are being used to further its mission, not to purchase a home in Cabo for the CEO. The board also needs to confirm that the organization is investing and accounting for its financial assets properly, treating staff and clients and vendors fairly and ethically, paying its payroll taxes and filing all appropriate forms with the IRS, and being truthful to its donors about the use of their contributions. The organization needs to be run ethically and legally.

But if you have a good treasurer and an active, on-top-of-it finance committee, most of the questions around fiduciary responsibility can be investigated and answered outside of full board meetings.

The board also needs to take oversight of the CEO seriously. As I’ve written before, the board’s most important job is hiring, supporting, monitoring, evaluating, and, if needed, replacing the CEO. But generally speaking the evaluation of the CEO should be an intensive, once-a-year process – certainly not something that takes up board meeting time on a routine basis.

Then, of course, there are the ambassadorial and fundraising aspects of the job. As a consultant on fundraising, I can vouch for the importance of this role – but development issues need not be discussed ad nauseum during meetings. A commitment to fundraising should be assumed and mostly pursued between full board meetings.

Strategy, At Every Meeting

And then… there’s strategy. Many organizations treat strategy as something to think about every three years or so. They hire a consultant like me, and they undertake an in-depth strategic planning process that involves full- or half-day retreats, resulting in (we hope) a brief, clear, relevant, inspiring set of goals to drive the organization’s work for the next bit of time. And, as the planning retreat ends, more often than not the organization’s leaders intone: “Let’s not let this plan sit on the shelf!”

But, too often, organizations then fail to make provisions for keeping the strategic plan in front of the board. On the shelf it indeed sits, other than when it’s dusted off to send to funders as part of the grant application process.

I don’t think it’s all that hard to keep strategy front and center for the board. But that requires overhauling how organizations put together their board agendas.

Many nonprofits rely on the common and flawed model of using board meetings to catch up on what-all has been happening in the organization. The typical meeting opens with a discussion of the minutes of the last meeting. Then there’s a long (LOONNGGG!) discussion of that month’s financials. (“I notice that office supplies are up 17% over last year, and stand at 102% of the budgeted amount with two months to go. Care to comment?”) Then each committee reports out – the Gala Committee (“we’re going with ochre napkins — and don’t forget to sell your tables!”), the Golf Committee (“we’re still looking for the last three foursomes!”), the Governance Committee (“we’re still searching for a left-handed attorney from the western part of the state!”) and on, and on, and on. Then it’s quitting time, and the meeting wraps up, until a few weeks later when a new meeting unspools itself in a similar, dull, unengaging way.

Better Than Root Canal Surgery – Really!

I once wrote that bad board meetings are worse than root canal surgery. They really don’t need to be that way. And strategic plans don’t need to sit on the shelf. Rather, strategy should be central to every board meeting. And if you don’t get to strategy because of “board business,” let’s be honest: You’re forgetting what the business of the board is all about.

I suggest that you aim to having 2/3 of each board meeting devoted to strategic discussions. Here’s how that might work:

Open the meeting with a brief “mission moment” – that is, a staff member, board member, or client telling a story of the organization at work, something to remind everyone of why they’re there. Then approve the “consent agenda,” which includes minutes, the financial report, and any committee reports that don’t need discussion. (If you don’t know about consent agendas, read about them here. Consent agendas are simple and vitally important to good governance and interesting meetings.)

Then, fifteen minutes or so into the meeting, it’s time to spend an hour discussing a strategic issue. What issue? Take a look at your strategic plan – you know, the one you don’t want sitting on the shelf. Let’s say it has five strategic goals. And let’s also say that your board meets six times a year. Assign one of those goals to each of the first five meetings of the year. In January, it’s Goal One. In March, it’s Goal Two. And so on. In advance of each meeting, the staff should prepare a brief report touching on progress and challenges in that goal area – what’s working, what’s not. There should be some framing questions at the end for the board: options for moving forward, or open-ended questions about particular challenges. The discussion should be honest, collaborative, and strategic in how to move forward. These can and should be vibrant, engaging conversations, seeking genuine input from the board.

Then, at the end of each meeting, I recommend spending fifteen minutes in a Q and A with the CEO, building off of a bulleted CEO report that would have been included in the board packet. And finally, it’s helpful to conduct a quick evaluation of the meeting — what worked and what could have gone better — and to close with some inspiring words from the board chair and/or CEO.

So, essentially, it’s fifteen minutes at the start of the meeting for a welcome, a mission story, and adoption of the consent agenda. Fifteen minutes at the end for a conversation with the CEO, a meeting evaluation, and final comments. And in between, sixty minutes to discuss in depth one of the major strategic goals the organization has set for itself. That’s 2/3 of the time directed toward strategy — which is appropriate, I hope you agree, because strategy is the business of the board.

And that leaves you with a sixth meeting, at year’s end, where you can approve the next year’s budget – itself a strategic conversation, because nothing speaks to your priorities more than how you spend your money. And at that sixth meeting you can also finalize the annual evaluation of the CEO, a critical role of the board, as described above.

Some caveats:

• This only works if there are active committees digging into issues between board meetings. The finance committee, most importantly, needs to really test the numbers – and then the full board can trust the committee’s work and approve their report in the consent agenda.
• This only works if there’s a board chair who controls the meeting and keeps the conversation from drifting into the minutiae. If a board member pulls the finance report out of the consent agenda for discussion, that’s the board member’s right, but the chair should say, “Please let us know the one or two areas where you have questions, and we’ll get those answered.” It’s not an opportunity for a sprawling conversation about each and every line item.
• And this only works if the board chair and CEO take the agenda-creating process seriously, and if the staff provide a transparent and engaging report on the strategic issue of the month.

So there you have it. Easy-peasy!

Well, not really. I recognize that not everything is as simple in practice as in theory. And yes, I know that issues will come up for consideration that are unanticipated, critically important, and requiring immediate board action, and that will alter this neat little schedule.

But I think if you use this suggested meeting agenda as a template, you’ll be off to a good start in keeping the board’s eyes on the strategic issues. And meanwhile, if someone you know says, “We almost never have time in board meetings to talk about strategy because we’re too busy with board business!” take a deep breath. Then remind the person that if the board isn’t discussing strategy, it’s not coming close to taking care of business.

Copyright Alan Cantor 2022. All rights reserved.