Is Your Board Run Amok?

By: Roy Snell

An association CEO is ultimately responsible for the behavior and performance of the association’s board. If your board members micromanage and reach beyond their roles, it’s up to you to rein them in.

There are two kinds of association CEOs: Those who put ashtrays out before meetings and those who work shoulder to shoulder with their boards to help lead their organizations.

There are association boards that look at member programs or financial statements that work perfectly and say, "I can think of another way to do it, so let's change it." There are board members who ask for endless reports about operations. There are board members who insist on setting up a lot of committees so that more people can have something to put on their resumes. Then the committees meet and realize they have nothing to do, so they decide that anyone who is accomplishing anything remotely related to their committee title has to have their ideas reviewed and approved by the committee. While reviewing things others are trying to accomplish, every committee member pulls out something he or she doesn't like until the project is unremarkable. The staff ends up serving the board and not serving the members. And all this goes on in front of people who could do something but don't. Why? Because those looking on don't want conflict, and they fear retribution. But I have a greater fear: failing to help the profession my association serves.

What can we do about this? We could continue the ineffective suggestions of the past: Bring in a consultant, pass out an article, or the ever-popular "meet and talk." I would suggest actually fixing the problem. The CEO needs to say no and explain why. The president needs to support this and get involved. The board needs to be told that its role is to provide industry guidance and professional expertise, that the staff's role is operations, and that deciding which is which is not the board's call.

We need to completely discount traditional politics. It shouldn't matter that a board member gives a lot of money, has a lot of "power," or has been around a long time. Board members need to be selected based on their ability to work with others, not based on their names or who they work for. Board members who get out of line need to be taken aside. Board members who don't listen need to be excluded from projects. The CEO needs to celebrate examples of projects that work without board micromanagement to show that it can be done and how it should be done. People need to be selected from the board for projects based on their understanding of the concept of strategy versus operations.

A while ago I posted a comment similar to this on an ASAE listserver. I got an email from an association executive who suggested that I be more patient with people who can't rein in their boards. If the problem of overreaching boards weren't epidemic, I would agree. If good CEOs' careers weren't being ruined, I would agree. One former CEO said to me, sadly, "If I had done what you are suggesting, I might still be there." His organization was run into the ground by a micromanaging board. He chose to go along and get along, and they ousted him for the mess they created.

Yes, it's tough. It's really tough. My board and I have fought for years, and we continue to fight. But the truth is that it is getting easier for all of us. We are learning how to stay within the bounds of our respective roles. We are getting better. More people get it now, and they help us rein in those who step out of line. This board has created significant membership growth and increased conference attendance, and our financials are outstanding. Thought-leadership projects are numerous, efficient, and successful. Board members are occasionally frustrated with my efforts to rein them in, but the overwhelming feeling is pride. We are good colleagues. Many are good friends. We are very successful, and we are proud. And yes, it took a lot of work and a lot of effort. It hurt to get to where we are, but success is a salve that heals all wounds.

Roy Snell is CEO of the Health Care Compliance Association and the Society of Corporate Compliance and Ethics in Minneapolis. Email: [email protected]