cues chairperson 3 5-15 6.21pm
TRANSCRIPT
Chairperson’s Role in
High Performance Governance
Les Wallace, Ph.D.
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Who is this guy?
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Who is this guy?
Ideal 21C job: Grandparent!
University professor / administrator
Hospital administrator—traditional Board
International consulting company…
Touch 20,000 people yr. / Coach 28 Execs / 17 Boards a year
50% for-profit / 50% government & not-for-profit clients
Served on a Bank Board of Directors
Serving on Counterpart International Board
Serving on World Future Society Board
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Liftoff Introductions:
CU size?
Years on Board?
Years as officer?
Identifying Participant Learning Interests:
Spend some time talking at your table about the topics you hope we cover and questions you have.
Please have someone make a list for me.
15 minutes.
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Previewing Our Learning Journey
Identifying participant learning interests.
What to expect?
High participation seminar style dialogue.
Active questions help drive good learning.
Sharing solutions and models from your experience.
Planning for Back Home Follow-up:
Prioritizing personal action.
Prioritizing topics to address with the board.
Resources for additional followup.
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Previewing Our Learning Topics
Critical Domains for Chairperson Leadership
Chairperson as Servant Leader: Balancing Facilitation and Influence.
Elements of high performance governance—asses where your board is on the governance practices curve.
Agenda setting.
Committees.
CEO partnership.
Meeting management and facilitation.
Governance leadership succession—chairperson’s role.
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Leadership Advice
from a Wise Man
“These things happen naturally…
friction, confusion, underperformance.
Everything else requires leadership.“© Signature Resources Inc. 2015 7
Peter Drucker 1909 - 2005
Friction, Confusion
as seen from the Board Perspective
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21st Century Governance
Boards as Committees (‘50s-’60s)
CEO Driven
Boards as Managers (’60s-’70s)
Operational / Fiduciary
Boards as Trustees (‘80s-90’s
Policy and Strategy (John Carver)
Boards as
Transformational Leaders Generative Governance (Richard Chait)
Boards should be a strategic asset for the organization!
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Reflection
Is your board a strategic asset to the organization?
How many members have “strategy” experience?
Might you build that into your next recruitment effort?
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What is
The Future of Governance?
“The ever Present Future”
Benchmark, Read the Governance literature, call in the experts.
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Synthesis of Elements of Governance
Future Governing Boards
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“In the not too distant future, new board
members, at all levels of enterprise--from
community organization to corporations--
will be required to ‘certify governance
competency’ to qualify for an
appointment / election.”Les Wallace
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Future Governing Boards
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Term limits the norm.
Recruitment focuses on competencies and connections.
Compensation for not-for-profit board will support increased
competencies.
Diverse board makeup will become the norm rather than the
exception.
Board officer development will become a higher priority
investment.
Board coaches will be commonplace.
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Governance Revolution
From the Literature
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Majority of meeting time invested in “strategically focused agenda.”
Competency development of directors receives serious focus--40 hrs. a year [3.3 hrs. a month].
Supervisory committee evolving to an Enterprise Risk Management approach.
Governance Self-assessments become annual routines.
“Independent Director” / “Outside Director” [not a current CU member] appointment to bolster Board strength. [In the U.S. independent outsiders make up 66% of all board and 72% of S&P 500 Company boards]
Are these themes surfacing with your Board?
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Governance Revolution
From the LiteraturePublic Company Governance Survey, Nat. Assoc. of Corp. Directors (2012-13)
Governance Challenges 2014 and Beyond, Nat. Assoc. of Corp. Directors, (3/14)
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Top priorities for Boards:
① Strategic planning and oversight.
② Corporate performance.
③ Risk oversight.
④ Cyber security.
⑤ Board Makeup.
Full board evaluations are conducted by 91.8 % of the survey population.
Director recruitment / succession ranked sixth in priorities.
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Chairperson Obligations
What do you believe are the key obligations of a
chairperson?
How might you measure a chairperson’s success?
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Critical Domains for Chairperson
Leadership Governance vs Management Roles
Driving High Performance Governance.
Assuring the Board Calendar of Duties.
Agenda Setting.
Committee Accountability.
CEO partnership
Meeting management / facilitation.
Advocacy / Public Relations
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Chairperson Organizational
Obligations
Assuring fiduciary oversight.
Assuring board ownership of strategy.
Assuring CEO direction and evaluation.
Assuring Board participation in advocacy.
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Chairperson Process Obligations
Assuring agenda management.
Assuring facilitated inclusive board input.
Managing generative dialogue and discussion.
Tough conversations RE: board behavior.
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Chairperson Leadership
Obligations
Setting a tone and an example for preparation and
service.
Advocate and representative for the Credit Union.
Development of other board members and
recruitment of future board members.
Maintaining authentic relationship with CEO.
Critical conversations with underperforming board
members.
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CEO Job
versus
Chairperson Job
“The chief executive officer brings organizational operations and updates, industry trends, and community issues for consideration.”
“The board chair brings a more detached view of the big picture with focus on governance responsibilities and strategic thinking.”
The Board Chair Handbook, Mindy Wertheimer (Boardsource 2013)
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Governance vs Managerial roles
FUNCTIONS GOVERNING RESPONSIBILITY MANAGEMENT
RESPONSIBILITY
Strategic
Planning
• Set mission & Vision.
• Determine organizational values.
• Identify Service philosophy.
• Set strategic objectives (3-5 yrs).
• Ensure operational objectives are
aligned with and support strategic
objectives.
• Approve major org. realignment
• Approve new services / expansion,
cutbacks, partnering.
• ID long range operational &
strategic issues for board.
• Translate strategy into operation.
• Implement change & monitor
progress.
• Provide timely market data.
• Execute.
Finance
/Budget
• Establish annual budget.
• Approve working capital and capital
investment.
• Approve variations from budget.
• Ensure accounting system to track and
monitor use of funds.
• Ensure regular financial and operational
audits by external sources.
• Support fundraising.
• Conduct feasibility studies.
• Investment analysis.
• Financial forecasts.
• Develop annual budget.
• Prepare Pro-forma budget
statements.
• Justify budget exceptions.
• Manage cash flow.
• Fundraising/Capital
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Governance vs Managerial roles
FUNCTIONS GOVERNING RESPONSIBILITY MANAGEMENT
RESPONSIBILITY
Operational
Excellence
• Ensure robust constituent feedback and
evaluation of products / services.
• Ensure adequate quality processes:
planning, evaluation, improvement.
• Approve significant corrective actions &
changes in service profiles.
• Determine preferred organizational
culture.
• Regular review and update of policies.
• Collect constituent input.
• Routinely monitor quality
indicators.
• Special studies and corrective
action as needed.
• Review/update procedures.
• Translate all Board guidance
into procedures and
operations.
Public Policy • Develop strategic alliances and
partnerships.
• Maintain appropriate government,
professional and organizational
relations.
• Support professional activities.
• Establish & maintain
governmental., professional &
organizational relations.
• Serve as communication link.
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Governance vs Managerial roles
FUNCTIONS GOVERNING RESPONSIBILITY MANAGEMENT
RESPONSIBILITY
Human
Resources
• Evaluate performance/set CEO
objectives.
• Approve org. salary & benefits plans.
• Ensure legal & competitive human
resources policies.
• Ensure a leadership succession plan.
• Hire Executive Team
• Recommend salary ranges.
• Develop/manage HR system &
records.
• Performance management
system.
• Recruitment & retention.
Board
Development
• New member orientation.
• Commit to in-service & conference
attendance.
• Succession planning for board
positions.
• Evaluate Board performance.
• Assess committee functions.
• Assist new member
orientation.
• Encourage / arrange training.
• Support in governance
leadership development for
potential and new board
members.
• Assist board evaluation
process.
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Questions and Discussion
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Driving High Performance Governance A unified voice of the Chair / Vice Chair around sustaining
and developing high performance governance. Annual plan.
Strategic plans might have some element of governance process or competency targeted for advancement.
Vice Chair should lead “board assessment” duties.
Ensure board is governance literate and attends to elements of good governance: in place governance succession through education to stay fresh.
Board leadership is “servant” leadership not “I’m the smartest one” leadership.
Inclusive.
Member value focused.
Focuses on developing other leaders on the board.
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Driving High Performance Governance
Through…
Board calendar of duties
Agenda setting
After meeting assessments
Committees
New board member orientation
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Board Calendar of Duties Officer Elections.
New Board Orientation.
Meetings Schedule.
Member surveys.
Administrator Evaluation.
External Financial Review/IRS 990.
Operating Reserve Investment Policy.
Self-Assessment.
By-laws review and update (2-3 year cycle)
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Board Annual Calendar Sample
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Board Processes
Next Topics
How are your board agendas developed?
How do you assess your meetings?
How do you evaluate your committees.
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Agenda Setting Chair, Executive Committee set agenda.
Agenda Order:
Convene
Consent Agenda
Financials
Regulatory
Strategy
Committee Update reports in Consent Agenda.
Committee action items in appropriate section of agenda.
Materials to Board 7 days in advance of meeting.
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Board Assessment
at Each Meeting
① The agenda was well prioritized based
upon operational or strategic importance
to our organization?
② Ample dialogue explored each of our
decisions?
③ Pre-meeting materials were adequate
and timely.
④ Sufficient time was spent on exploration
of strategic issues?
⑤ I would suggest the following
adjustments to future Board meetings…
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And then there’s committee work…
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A dark alley down which good ideas are led to be strangled!
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Committees Charters: purpose, makeup, annual responsibilities.
Annual deliverables: in clear distinct language.
Calendars.
Completeness: Chair and Vice-Chair as Coaches.
Annual reports from all committees including projecting next year’s priorities.
Updates: no action reports; action reports.
DO NOT go around the room for updates!
Use a “task force” for short term investigation, scoping of an issue, or fresh eyes on an issue.A short term assignment that concludes.
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Committees
Committee “annual report.”
Accomplishments.
Review charter / suggest changes.
Recommended future agenda or other committee
needs.
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Questions and Discussion
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CEO Partnership
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Your CEO?
Next Topics
What stresses your CEO?
How often should the CEO and Chair
talk? Meet face to face?
Is your CEO bringing you big ideas—
stretching your thinking.
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What Stresses Your CEO? In addition to running one of the most
challenging businesses in the world…
…A Board can be one of the biggest CEO’s stressors!
Lack of clarity to the CEO.
Board members not literate in governance.
Get in the “weeds” [details] of management.
Not up-to-date on national / regional banking issues.
Irregular feedback and evaluation to CEO.
Conservative to the point the bank gets behind the innovation trend and customer value trend.
Board makeup doesn’t match future needs.
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CEO Leadership
and Board Partnership
If the CEO’s not scaring the Board regularly, It’s not a
robust partnership!
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“But Les Wallace said to scare them!”
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Partnership: What CEOs Usually Ask Me
to Remind Boards! A professional relationship: not bowling, golfing, or skiing buddies.
Feedback / direction / inquiry should be conducted in an executive manner not @ the bar or on the golf course.
Rules of engagement should exist:
Commit to face-to-face meetings outside of Board meetings.
Have an advanced agenda for the conversation.
Effective communication is specific not general: have examples & data.
Good feedback is timely!
Crucial Conversations (Patterson)
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Partnership Clarity:
Managing the Dilemma
Thorough CEO review, evaluation and goal setting annually.
Board mid-year feedback to the CEO regarding performance.
Annual facilitated retreat to align vision and strategy.
Clear Board direction on where the CEO should stretch their thinking:
“Where do you want me to scare you?”
Clear direction from the Board on where the CEO needs to provide more
information, updates, and “think out loud” about the future. E.g.
“Here are some possible scenarios.”
Outside assessment of governance (beyond regulators).
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CEO
Communication
Annual goal setting with board.
Annual evaluation/feedback with board. Full board involved in evaluation—Executive Committee delivers messages.
Agenda, background materials preparation.
Regular check-ins.
Membership relations issues tracking.
CEO/COO, Chair/Vice Chair Quarterly lunches.
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Questions and Discussion
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Meeting Management and Facilitation
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What’s your biggest challenge of meeting management?
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Meeting ManagementFiduciary, Parliamentarian,
and Facilitative roles Chair Presides at board and executive committee meetings.
Fiduciary: convene, confirm attendance, approve agenda, proper recordation of board actions.
Facilitative:
Inclusion—balanced input and perspectives.
Sensing consensus and time to vote.
Cutting speeches— “land that plane”
• “Something new Bob?”
• “Can you give us an example?”
• “The Chair will entertain a motion.”
Call on quieter members.
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Meeting Management
Parliamentarian: formalize board actions for the
corporate record through voting and reports
recorded in the minutes.
Committee oversight:
Updates and reports read in advance by board.
Actions / call for assistance get on agenda.
Committee recommendations in executive
summary.
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Board Facilitation
and Influence
The Chair’s job is to facilitate (0versee inclusive
conversation) so that the entire board is involved in
dialogue and decision-making.
Board Chair’s frequently have significant “influence”
over points of view and decisions—this makes it
important that the Board Chair usually speaks toward
the end of a conversation so as not to bias perspective
nor intimidate other board members.
On occasion, the Chair may have to “set the stage” for a
conversation by directing attention to key questions,
data or risks.
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Problem Minded
vs
Solution Minded
Problem minded:
…Clarity on problem definition or outcome expected
…Fact finding
…Information Assessment
Solution minded:
…Exploration of options
…Deliberation of options
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Meeting Management:
Executive SummariesEssential components:
① Recommendation or Current Status: 1-2 sentences.
② The Context: 1-2 short paragraphs.
③ Briefly highlight supportive data and evidence.
④ Resource implications?
Exceptional executive summaries can be accomplished in one page. Some with more complex data may require 2.
Yes, it’s an art—but one which smart people can master and boards can feel comfortable with.
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Context and FAQs
Strategic implications how does it tie to strategic plan?
Problem solved / advantage gained by the recommendation / action.
Political implications / Legal Implications.
Highlights / Key points of your deliberation / research / benchmarks.
Reasons for optimism.
Historical relevance (any precedents, predecessor data of relevance?)
Meeting Management:
Executive Summaries
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The Flipped Meeting
All background reading including “frequently asked questions” and answers prior to the meeting.
An executive summary prior to the meeting scopes any recommendations.
The “agenda item” therefore begins in “discussion” mode rather than background mode—thus saving precious face to face time for dialogue.
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http://www.cues.org/article/view/id/Flip-That-Meeting
No speeches—get to the point.
Be prepared.
Focus on the problem not the person.
Apply appreciative inquiry to all positions.
Explore the minority opinion.
Pick your fights.
Say it in the room not in the hall.
Support the decision—move on when the board moves on.
Meeting Management:
Rules of Engagement
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High Performance Governance
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Questions:
Agenda Setting
Committees
Administrative Oversight
Meeting management
Executive Summaries
Flipped Meetings
Rules of Engagement
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Two Chronic Challenges Competent board members and Officers:
Consider a pre-election self-certification process.
Sponsor “governance” lite workshops in your community.
Advocacy / public relations:
Crafted statements to adequately describe to the public:
Mission and purpose.
Positions on related regulatory, taxation, legal initiatives.
Board, past officers, other members assigned for PR/Advocacy duties.
Formal evaluation of “advocacy” efforts annually!
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Advocacy and Ambassador Duties
Getting to know state and federal elected officials.
Promoting political action (PAC) fundraising and support for candidates.
Having a clear message for board and staff on the “credit union difference” and why CUs are deserving of tax exempt status.
Designate a person to consistently lead “calls to action.”
Have accurate information on number of members in each legislator’s district by running a zip code against your CU data.
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“Speaking Out for CUs,” CU Management (March 2015)
Questions and Discussion
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A High Performance
Governance Discipline
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High Performance Governance
Basics: First things first…the House is in order!
Organizational activities aligned and are producing stability: profitability, compliance, member satisfaction, organizational culture.
Financial health stable with ample operating reserve.
Strategic plan provides compass points for future transformation & impact.
Supervisor committee evolving into Enterprise Risk Management committee. [http://www.cues.org/article/view/id/Good-governance-the-journey-to-erm]
CEO competent and has Board confidence. [Annual review]
By-laws, policies, procedures up to date (review calendar on a 2-3 yr. cycle).
Community brand stable as demonstrated by market share.
Highly competent constituents available for Board.
Board makeup mirrors geographic and demographic footprint.
[Ave. annual hrs. spent on governance 218.6hrs. per NACD 2012-12 survey = 18.25 hrs. a month]
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High Performance
GovernanceCompetent
Board job descriptions identify leadership competencies required.
Nominations, interviews, screening confirm competencies.
Term limits (officers and board seats) assures governance refresh and infusion of fresh eyes / new competencies.
Governance Leadership succession program in place develops future leaders from the field early… 1-3 years out.
Outside board members add competency and perspective.
No emeritus status board members.
Board members failing the involvement / attendance / conduct standards are removed for cause: bylaws are specific to these expectations.
Balanced scorecard “dashboard” provides efficient and competent oversight vs information overload and helps board stay out of the weeds.
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Applying Competency Theory
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Competent
Performance Oversight:Uses a Balanced Scorecard/Measures Dashboard
Monitoring a set of “indicators” across the
“balance” of the organization’s work.
Distilling the “cattle call” of numbers and
progress reports from management into a
visual report card.
“Balanced Scorecard: Measures that Drive
Performance,” Kaplan/Norton HBR 2/1/2000.Research on Malcolm Baldridge Award Winners
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Competent Performance Oversight:The Balanced Scorecard/Measures Dashboard
Business Performance Customer Performance Employee Engagement /
Organizational Culture
Budget performance
Capital investments
Operating reserve
ROA / loan to share, etc.
Business expansion
performance
Individual services
performance
Robert Kaplan, Balanced Scorecard
Customer value tracking
Customer satisfaction
Products / branch
specific metrics
Wallet share
Community survey
Harry Beckwith, Selling the Invisible
Employee climate survey
Employee retention
Employee development
Leadership development
Talent succession
Employee ideas adopted
Internal customer
surveys (tech., HR,
purchasing, facilities, etc.)
Marcus Buckingham, First, Break all the
Rules
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Other categories are common: “Learning and Growth,” “Internal Processes,”
“Environmental Citizenship.”
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TBL: “the triple bottom line” perspective
emerged in 1994
The argument was that companies should be preparing three different (and quite separate) bottom lines.
1. The traditional measure of corporate profit—the “bottom line” of profit and loss accounting.
2. The bottom line of a company's “people account”—a measure in some shape or form of how socially responsible an organization has been throughout its operations.
3. The bottom line of the company's “planet” account—a measure of how environmentally responsible it has been.
John Elkington, Cannibals with Forks: The Triple Bottom Line of 21st Century Business (1998).
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Community and Planet Community service, employee volunteer hours, financial
contributions, executive service on community boards, etc.
Promoting communities, chambers of commerce, festival
sponsorship, etc.
Community partnerships with schools, universities, not-for-
profits, etc.
Facilities: recycling, energy use, green purchasing, eco-auto
fleet, local sourcing, paperless systems, etc.
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• “Green banks sprout from ruins of economic crisis.” The New York Times (4/6/2009).
• “The case for triple-bottom-line banking.” D. Larson (Allen, Henning, Associates, Inc.) 4/ 2009).
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Governance Leadership Succession
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Leadership Succession:
The responsibility an organization has for assuring
the quality and availability of future leaders.
Governance, Executive, Senior Management, Front line.
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What is Governance
Leadership Succession?
Board makes annual commitment to identify and developpotential new board members ahead of vacancies.
Recruiting “competency” not names or friends.
A minimum 12 months before a known vacancy, candidates are identified & screened as to interests & qualifications.
Preferable: 2-3 years in advance of a vacancy, the Board is working with an identified cadre of candidates involving them in some way in governance development and/or leadership efforts for the enterprise. [Large geographical footprints may benefit from regional advisory councils.]
Committee work is not an automatic pipeline.
Creating a desired “board profile” helps give this discipline!
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Director Refresh Questions
How many potential board
members do you currently have
in the pipeline?
How does your Board assure
competent nominations to the
Board of Directors?
What can be enhanced about
your process?
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21st Century Governance
You’re not simply “volunteering” you’re a
Trustee for a complex organization touching
thousands of constituents who expect
competent and safe oversight.
Selecting Governance Leadership by any
measure other than leadership competencies
is an outdated model even for a co-operative!
And, does the next board member have to
currently be in your community?
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Governance Competency
Governance is less about the technical literacy of a board member regarding a specific challenge facing the organization (e.g., HR, marketing, finance/budget, legal, ERM)…
…It’s more about the leadership competencies that give a board member a sophisticated peripheral vision to oversee a complex business enterprise.
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Strategy is about Transforming the
Organization to Remain Viable, Valuable,
and Vibrant!
So your board needs to be…
Strategic thinkers.
Change compatible.
Focused on transformation of the enterprise.
Effectively navigating changing customer,
regulatory and constituent demands.
Strategic planning looking three to five years out.
Annually refreshing the strategic plan.
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Governance Competency Fiscal literacy about large enterprise business
(diversification, capital investment, tracking KPIs).
Serious customer service or market based planning experience.
Strategic mindset and experience.
Change & organizational transformation leadership.
Executive oversight—leading organizational leaders.
Technology literate.
Mergers / Acquisitions.
Compliance experience.
Ethics / integrity.
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Governance Leadership
Succession: Board Renewal
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① Profile the ideal board member for where you’re
going—not where you are.
② Identify a pool of candidates.
③ Engage, Develop, Cultivate the pool.
④ Narrow the pool by giving the most capable and
⑤ Committed greater immersion and development.
⑥ Encourage the best to stand for board appointment.
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Create a Board Makeup Dashboard:
Current and Desired in the Future
Finding Competent Board
Members
88% Ask for board member recommendations.
69% evaluate board composition via a gap analysis or matrix.
63% invite non board members to serve on committees.
63% cultivate relationships with colleagues or community leaders.
41% cultivate relationships with corporations or other organizations.
BoardSource Nonprofit Government Index 2012.
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Board Members:Where do you Find Them?
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Colleges and Universities—faculty and graduate students
Chambers of Commerce
Specialty Chambers—Black, Latino, Asian, Native American
Young Professional Groups
Professional Associations
Small Business Alliance Groups
Specialty Legal Societies
State not-profit societies
Mid-to upper managers of business in your area
Your network of high performance leaders!
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Governance Youth Movement(As seen by some)
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Governance Diversity
and
Youth Movement
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“Suddenly—Age is a Diversity Issue”www.cues.org/article/view/id/Good-governance-age-is-board-diversity-issue
New Board Orientation : Materials Review
Offsite materials review
History of the organization.
Mission, vision, values statements
Summary of services, special capabilities, planned services.
Newsletters, press clippings.
Financial performance past three years including external audit.
Regulatory / compliance review findings.
Annual Report.
HR org. chart & bio-sketch of professional backgrounds of key staff.
Strategic Plan.
Board by-laws.
Three years of board minutes.
Board policy and procedures.
Current board profile and professional background bio-sketches.
Board commitment and conflict of interest statements for signing.
Recent governance self-assessment results.
Committee structure and charters.
Committee Minutes.
Board calendar.
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New Board Orientation II
Onsite introductions and briefings
Staff leadership welcome meeting and introductions.
Key programmatic one on one meetings.
Financial briefing from CFO and review of board financial dashboard.
ERM briefing from the Chief Risk Officer or Supervisory committee chair.
Human resources briefing including review of board “organizational climate” dashboard.
Customer briefing including last twelve months satisfaction and value survey results.
Board Chair briefing: Board composition philosophy and leadership succession.
Board committee assignment.
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New Board Orientation III
Governance Education (if not pre-certified)
Digest assigned articles and booklets—even better, require
specific reading prior to the appointment.
Phone consultation with Governance committee chair upon
completion of reading and orientation.
Discuss annual calendar of conferences and expectations for
attendance and learning commitments.
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High Performance Governance
Competent
Meeting agendas are strategic and high priority focused vs operational &
activity based.
Real time assessment* of effectiveness following each board meeting.
Annual self-assessments and development plans drive improvement.
All committees / task forces have written charters and clearly identified
outcomes or deliverable expectations.
Committee charters reviewed every couple of years.
A dose of governance leadership development at every meeting (+/- 15
minutes) e.g. compliance refresh, board’s role in organizational culture,
board succession planning, etc.). [Ave director education investment
22.1 hrs. each per NACD 2012-13 survey]
*Assessment: http://www.slideshare.net/LesWallace/board-self-assessment
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High Performance Governance
Strategic
Strategic plan in place looking 3-5 years out.
70% of board agenda devoted to strategic topics—future facing.
(Meetings: 15% fiduciary; 15% regulatory; 50-70% strategic)
Annual refresh of strategic plan.
Inclusive input from constituent leaders on strategic plan:
Past board members
Focus groups of customers by segment (e.g. small business, wealth
management, borrowers, etc.)
Community leaders and board chairs in your market area
Community professional groups, business owners, non-profit leaders
External subject matter experts
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High Performance Governance
Member / Community Conversations
2-4 times a year checks on “customer” value and satisfaction (two different issues).
Satisfaction =
Value = meets my needs.
Net promoter score.
Annual check on community impressions / brand.
Board voice represents a diverse broad spectrum of stakeholders.
Board members are recognized regional leaders.
Strategic agenda helps brand the organization as keeping up.
Robust & open communication strategy links community to Board: Newsletter, Tweets, Facebook, dynamic website, communities blogs—keep community informed in real time—a local branding strategy!
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The “3A”
Community Value Proposition
“I get what I need.”
“What could we do to add even greater value to you our members…?
Access to: sites, services, partners, etc.
Appropriate: do products / services fit member needs. What’s missing?
Acceptable: members well informed, products delivered in a way that meets needs, services meet industry standards (Parallel or ahead of peer group benchmark).
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Member Satisfaction CPR™
“I’m happy”
“How well did we deliver on the following…
Courteous Service: courteous and timely service and treatment
through each contact point and across the treatment continuum and all
engagements with the system.
Providing Information: timely, available, accurate, transparent, keeps
me well informed as a customer, identifies options.?
Responding to individual circumstances: dealing with problems and
goofs, helping me in an emergency, referring me to helpful
solutions/assistance, protecting my interests—warning me of risks.
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High Performance Governance
Transparent / Dialogic Tone
Unrushed board agendas assure generative dialogue occurs with 50%-70% of board agenda (Richard Chait, Governance as Leadership) .
Characterized by candid discussions with appreciative respect for diverse points of view (“When we all think alike no one thinks at all”).
NACD recommends minutes register the extent and depth of debate / deliberation.
Inconsistent advice and practice for noting board votes by member names—see your attorney.
Transparent—no back room agendas, limited use of “executive / closed session.”
Transparent--robust information available to constituents through dynamic web site / publications (board credentials, Ethics and values statement, corporate social responsibility statement, etc.).
Committee proceedings available to the board in real time. (Draft minutes within 48 hours).
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High Performance Governance
Clarity in Direction to Executive Team
“The Board’s job: help the CEO be as successful as possible!”
Platinum quality alignment between Board and CEO on goals and performance.
Twice a year performance feedback to CEO (brief mid-year & full annual review)—competency based.
CEO/ key staff reports are “outcomes” & “exceptions” based vs “activity” based; strategic vs administrative detail. Effective use of “executive summaries” and “consent agenda.”
[see “Executive Summary Sample” www.signatureresrouces.com under “Governance Leadership”]
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Leadership References
A Leader’s Legacy, J. Kouzes & B. Posner (2006) Generation Me, J. Twenge (2006) Start with Why, S. Sinek (2009) Why Should Anyone be led by You? R. Goffee & G. Jones (2006) A Legacy of 21st Century Leadership Les Wallace & J. Trinka (2007)
Governance References
The NonProfit Answer Book, Board Source (2007)Boards that Make a Difference, John Carver (2006) Governance as Leadership, Richard Chait, et al. (2005) Owning Up: 14 Questions Every Board Member Needs to Ask, Ram Charan (2009) Boards that Lead, Ram Charan et. al. (2013) Principles of 21st
Century Governance, Les Wallace (2013)
Center for Credit Union Board Education
http://skybox.cues.org/2014/01/13/four-moves-to-ease-the-board-chairs-job/
http://skybox.cues.org/2014/03/24/what-ceos-want-their-board-to-know/
http://www.cues.org/article/view/id/Good-governance-board-officer-development
http://www.cues.org/article/view/id/Good-governance-year_round-future-proofing
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Questions and Discussion:
What haven’t we covered?
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21st Century Leadership:Strategic Thinking
Strategic Planning: “What is our
desired business position and how must
we change to get there?”
Strategic Thinking: “How might
we re-design our business to leverage
leading edge marketplace and business
models?”
Identifying an alternative future position
Anticipating opportunity and threats
Setting change priorities
Designing change pathways
Evolving / adapting systems
Outlining formal plans
Three-five year cycle
Course corrections regularly
Challenging core business assumptions
Re-inventing the business
Exploration of new paradigms
Sponsoring paradigm shifts / pilot tests
Bold innovative movement
Confirming customer value shifts
Projecting / anticipating lifecycles of
products, services, organizational model
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Contemporary Literature on GovernanceTwelve Principles of Governance that Power Exceptional Boards
(BoardSource 2005)
Owning UP: The 14 Questions Every Board Member Needs to Ask
(Ram Charan, 2009)
Governance as Leadership: Reframing the Work of Nonprofit Boards
(Richard Chait, et. al., 2005)
Principles of 21st Century Leadership: Journey to High Performance
(Les Wallace, 2013)
Plus articles the Board selects from CCUBE (Center for Credit Union Board Education)
CUES.
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Application Planning
Take a few moments and reflect on these questions:
What might be the most important ideas to take back to my board?
How will the board respond?
What might be the most important “chair leadership” behavior for me to work on or change?
What might be the conversation you need to have with your CEO following this seminar?
We will discuss a few of your plans in general as a class.
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Les Wallace, Ph.D.President, Signature Resources Inc.
[email protected] Dr. Wallace is recognized for tracking business environment and workplace trends and their impact
upon business and government. His publications have appeared in Leadership Excellence, Personnel Journal, Credit Union Management, Public Management, and Nation's Business as well as numerous research and conference proceedings. His latest book, co-authored with Dr. Jim Trinka, A Legacy of 21st Century Leadership, outlines the leadership organizations need in a global, fast moving business environment. His book, Principles of 21st Century Governance (2013) is being used by many boards in the profit and not-for-profit sectors to design governance development approaches.
His new book, Personal Success in a Team Environment (2014) is used by individuals and organizations to improve teamwork, career building and success at work.
Les is a frequent consultant and speaker on issues of organizational transformation and leadership, employee engagement, strategic thinking and board of directors development and governance. His clients include Fortune 100 businesses, Government agencies, and not-for-profit organizations world-wide. Dr. Wallace is also the host resource on the 9Minute Mentor, a series short video tutorials governance.
Les has served on the Board of Security First Bank and currently serves on the international Boards of the World Future Society and Counterpart International. He is a member of the National Association of Corporate Directors. Les writes an on-line column for CUES Center for Credit Union Board Education.
Preview his video series on governance: www.signatureresources “Dr. Wallace on Camera.”
https://twitter.com/9MinuteMentor
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