Facilitation of Effective Board Decision Making

Adopted: March 2011

Download PDF

What is a professional practice statement?

This Professional Practice Statement, developed by the Association Forum, is provided as a management tool for associations and individual association professionals, developed by experts in the industry, and recommended as a means to achieve excellence in managing associations and other not-for-profit organizations.

Background

The role of the association executive in building a foundation for effective decision making and then identifying, synthesizing, and communicating issues and relevant data to the board is vitally important to the success of the organization.

Policy Statement

The Association Forum believes that the chief executive should build an effective foundation in his/her relationship with the board to enable effective decision making. The executive, in this context, should identify and communicate key issues for board decision making, and ensure that the board is provided with comprehensive quantitative and qualitative data and analyses sufficiently in advance of deliberations to render effective decisions on behalf of the association.

Professional Practices for Executives

To help their boards render effective decisions, association executives should:

  • Build an environment for sound decision making through a context of shared knowledge, trust, respect and effective processes by:
    • Organizing and conducting an orientation program to ensure that new board members are acclimated to the culture of the organization, the processes that the board uses to carry out its work and the infrastructure available to help carry out that work.
    • Establishing a system for regularly communicating key issues to decision-makers prior to scheduled meetings of the board.
    • Establishing an agenda, in consultation with the presiding officer, that provides time for strategic dialogue/non-action items, and addresses the most important issue(s) at or near the beginning of the meeting.
    • Identifying critical issues in advance of the board meeting in consultation with the presiding officer, who will present the issue, and ensure that it is properly framed for board consideration and evaluation. Identify other individuals who may be called upon to discuss the issue, and clarify the responsibilities of those individuals in advance.
    • Ensuring that board members have adequate lead-time to review issues and options presented.
    • Establishing proper procedures for conducting business outside of in-person meetings, should the board decide to do so.
    • Helping the board to evaluate its performance and improve its decision making processes on a regular basis.
  • Provide issue specific information and analyses that support effective decision making by:
    • Developing written reports on issues for decision-making that provide background information, including: history; related policies; strategic impact; cost/benefit analyses; viable options; the risks in taking or not taking an action; financial and legal implications; and a means to evaluate implementation methods and outcomes.
    • Being available in advance of meetings to answer questions about issues and their possible impact on the association.
    • Providing draft language for recommended options.
    • Providing comprehensive information in a concise and consistent format as possible recognizing and, where possible, accommodating the different learning styles represented on the board.
    • Exploring and communicating the risks/benefits of board actions, and be willing to advocate for a particular approach when the executive believes it to be in the best interests of the association to do so.
  • Assist the board to communicate their decisions clearly and unambiguously by:
    • Anticipating, when possible, the potential board decisions and preparing information to inform the board on what alternative actions could be taken to implement the decision, and their implications.
    • Accepting, supporting, and implementing the board's decision once it is made.
    • At the end of every meeting, recapping all actions taken by the board. When feasible, recapping required follow-up actions to be taken as a result of board decisions.
    • Suggesting an appropriate means to communicate and document board decisions.

Professional Practices for the Governing Body

To render effective decisions, board members should:

  • Foster an environment conducive to comprehensive analysis of issues and assessment of benefits and risk in an open dialogue between board members and the association executive.
  • Participate in as many board meetings as possible, and notify the chief executive as soon as possible if a board member cannot attend a meeting.
  • In a candid and timely manner, regularly communicate issues to the chief executive so that issues can be brought to the entire board's attention.
  • Be deliberate in each board member's responsibility to the organization by preparing for decisions, making sure that all materials are read and studied in advance of the meetings.
  • Consider the need for and request any additional information in advance of the meeting.
  • Be conscious of the need to make decisions in the best interests of the whole association, disclosing conflicts of interest and striving to keep personal bias and views of special interest to a minimum.
  • Recognize the role of the association executive as a part of the decision making process, which may or may not include a vote as a part of the board.
  • Accept, support, and implement the board's decisions once made, including decisions made in the individual board member's absence.

Disclaimer

This Professional Practice Statement, developed by the Association Forum, is provided as a management tool for associations and individual association executives, developed by experts in the industry, and recommended as a means to achieve excellence in managing associations and other not-for-profit organizations. The Association Forum expressly disclaims any warranties or guarantees, expressed or implied, and shall not be liable for damages of any kind, in connection with the material, information, or procedures set forth in these Statements or for reliance on the contents of the Statements. In issuing these Statements, the Association Forum is not engaged in rendering legal, accounting, or other professional services. If such services are required, the services of a competent professional should be sought.

Reference List

The Will to Govern Well: Knowledge, Trust, & Nimbleness 2nd Edition, Glenn H. Tecker, Jean S. Frankel, Paul D Meyer, ASAE Foundation (2010)

Legal Issues and Best Practices in Nonprofit Governance (Digital Media), Ronald A. Henrichs, Pamela Kaul and Robert Portman, ASAE Foundation, (2009)

Welcome to the Board: Your Guide to Effective Participation, Fisher Howe. ASAE Foundation, (1995)

How Well-Run Boards Make Decisions, Micheal Useem, Harvard Business Review (November 2006)

"Boards That Work: A Practical Guide to Building Effective Association Boards"; Douglas C. Eadie

"Designing Agendas to Reflect Board Roles and Responsibilities" by Sue Inglis and Liz Weaver, Nonprofit Management & Leadership, Fall 2000.

"Everybody's Talking at Me, I Don't Hear a Word They're Saying: A Legal Approach to Governing in Cyberspace" by Lisa Stegink, Forum, November 2000.

"Conducting Board Meetings Online" by Susan E. Fox, ASAE, August 1997.

Type: Professional Practice Statement