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Who’s Really in Charge of Board Performance?

Ask people in the nonprofit world who is to blame for poor board performance, and you won’t get agreement. Some people say it’s the board’s fault. Others say it’s the CEO’s.

Rarely do these conflicting ideas get argued in public. But at the annual meeting of BoardSource, I had the opportunity to debate the point in front of an audience. Two-person teams argued opposing points of view on that and other controversial topics. At the conclusion of our comments, the audience voted.

I was teamed with the author and nonprofit management expert Jan Masoaka. We attempted to convince our audience that the executive director is ultimately accountable and responsible for board performance.

Our opponents, Karen Beavor of the Georgia Center for Nonprofits and Dave Sternberg, a fund-raising consultant from Indianapolis, made several compelling points.

Jan and I conceded that boards are accountable to the Internal Revenue Service and state charity officials for overseeing their organization’s affairs—ensuring fidelity to mission, financial integrity, and legal compliance. A board member facing scrutiny by a government agency would have difficulty arguing that any other party was responsible for the board’s performance.

Boards also answer to their donors, to those who receive services, and to their communities. Clients, donors, and volunteers can take some reassurance in the fact that an independent governing body is holding the executive director accountable.

Boards supervise the executive director and can fire a leader who isn’t working out. An executive, by contrast, can’t remove the board.

All those points are valid. But they are also primarily theoretical. When we view the board-executive partnership in practical terms, in light of how most boards function in real life, the issue is less clear-cut.

Boards do their work using information provided by the executive director. Executive directors plan the agenda for board meetings (sometimes in close consultation with the chair, but sometimes with little or no input).

Executive directors send out notices and reminders for meetings, produce materials for board review, and draft the minutes. The executive keeps track of board-member terms, supports the work of the nominating committee, and often plays a major role in recruiting new board members.

Given the importance of these tasks and the impact on board performance if they are done poorly, it seems illogical to argue that the executive director is not responsible for board performance. At a minimum, the executive has more impact on board performance than any other individual.

The executive director understands the organization’s field, its business model, and its major organizational challenges—and is therefore more likely than anyone else to notice when there is a disconnect between what the organization needs from the board and what the board is bringing to the table.

This is not to suggest that executives are able to address every board performance issue head-on. The board is definitely in charge, and an executive director’s efforts to improve board performance need to be grounded in a fundamental acknowledgment of and respect for the board’s role and authority, along with tact and diplomacy.

During the debate, Jan cited the influential author and management consultant Peter Drucker, who said that the executive is responsible for all aspects of organizational performance.

The board, while in charge of the organization, is also part of the organization. If poor board performance is damaging an organization, the executive director has an obligation to do everything possible to improve it. And no one else within the organization, including the board chair, has as much power to affect board performance.

Jan and I lost this debate (albeit by the narrowest of margins, 51 to 49 percent). But we’d like to hear from you.

Do you agree or disagree that the executive director is accountable and responsible for board performance? Please be clear which side you’re on, and I’ll tabulate and report on your comments.

And for more views about the topic, you’ll want to read an article Holly Hall, The Chronicle’s features editor, who wrote on this topic in the new issue.

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