MI Community College Associa3on Summer Trustee Ins3tute July 26, 2017

Transcription

1 MI Community College Associa3on Summer Trustee Ins3tute July 26, 2017 SUSAN S. MEIER, MEIER AND ASSOCIATES AND SENIOR GOVERNANCE CONSULTANT, BOARDSOURCE NOT TO BE DISTRIBUTED OR REPRODUCED WITHOUT THE EXPRESS PERMISSION OF MEIER AND ASSOCIATES.

2 Susan Meier Principal, Meier and Associates Senior Governance Consultant, BoardSource Former Vice President of BoardSource and of federated organiza3on Twenty-nine years of experience working with nonprofit organiza3ons Corporate experience Na3onal and local board member and officer experience

3 Our ObjecIves Crystalize what dis3nguishes a great board Deepen our understanding of boardroom culture and dynamics and how trustees can work most effec3vely as a collec3ve Explore how engagement in all three areas of a board s work (the fiduciary, the strategic, and the genera3ve) leads to greater board effec3veness Iden3fy genera3ve opportuni3es facing our ins3tu3ons

4 Agenda: 9:30am 4:00pm SeWng the Stage Board Culture and Dynamics The Value-Add Board Iden3fying Our Genera3ve Opportuni3es Closing Thoughts

5 Our Agreements with One Another Let s agree to use technology only for the purposes of our work Please return from breaks on 3me Everyone is encouraged to ac3vely par3cipate but to also allow others the same opportunity Listen well and ask good ques3ons Let s consciously choose to engage in a culture of inquiry Assume posi3ve intent

6 SeXng the Stage Opening Exercise

7 SeXng the Stage What is Governance? To govern is to steer, to control, and to influence from a posi3on of authority. Governance is not an event nor a des3na3on. It s a process.

8 Key PracIces of High Performing Boards 1. Understand the context in which they govern 2. Are a_en3ve to board culture 3. Spend most of their 3me focusing on the issues of greatest importance 4. Engage in all 3 types of governance: fiduciary, strategic, and genera3ve

9 PracIce 1: Understanding the Context in which We Govern What external shids/trends are you seeing that are or could affect your community college?

10 The Nonprofit OrganizaIonal Lifecycle Model Sustain Begin Grow Adolescent Mature Renew Stagnant Decline Dissolve Start-Up Defunct

11 PracIce 2: Being AaenIve to Boardroom Culture What exactly is boardroom culture?

12 Silent Start

13 Bold Risk-Taking Diverse & Inclusive Nimble Strategic & Visionary InnovaEve Results- Driven Comfortable with Ambiguity

14 Core Pillars of a Healthy Boardroom Culture Trust CollecEve Wisdom Boardroom Culture Clear Values ConstrucEve Discontent Teamwork

15 Pillar 1: Trust Is vital to sustain authen3city. Allows you to risk that others will be respecjul and not hurjul when you are vulnerable. Emerges when there is a high degree of accountability. Is deeply impacted by who is in the boardroom. Takes some 3me to build with and by new board members.

16 Trust What are your rules of engagement? How do you build trust in the boardroom? How might trust be broken? What happens when trust is broken? How can breaks in trust be repaired?

17 Example Tool: Set Rules of Engagement To create learning organiza7ons, we must understand the underlying agreements we have made about how we will be together. -Margaret Wheatley Please turn off cell phones Technology in the room will be used only for the purposes of our session Everyone is encouraged to ac3vely par3cipate and to allow others the same privilege Let s consciously choose to engage in a culture of inquiry*, i.e., candid, open and construc3ve discussions Assume posi3ve intent *The Source: Twelve Principles of Governance that Power Excep3onal Boards, BoardSource.

18 Example Tool: Set Rules of Engagement Our Commitment to One Another: Be here and nowhere else Be on 3me Be respecjul Par3cipate fully Use technology wisely and courteously Be responsible for your ac3ons and our collec3ve decisions

19 Pillar 2: Values Mission: why we exist Vision: what the world would look like if we achieved our mission (aspira3onal) Values: the principles that guide us in our work u Must be explicitly discussed, not assumed u Are to be honored, not circumvented u Guide us in our decision-making u Deeply influence our culture

20 Pillar 3: Teamwork Governance is all about rela3onships. By design, the law requires board members to be interdependent on one another in order to take ac3on. Demands we put the good of the whole ahead of the interests/opinions of any one individual. Recognizes that an inclusive and cohesive board can make be_er decisions than any one individual.

21 When We Are Really Working as a Team, We Expect the Board Chair to coach the board like a sports team. Trust others will do as they say and say as they do. Know accountability is cri3cal. Are transparent. Build a high tolerance and respect for differing opinions. Share both the responsibility and the credit. Move the deadwood off the board. Embrace humility.

22 Transparency Who decides what will be on the agenda? Who decides what informa3on the board needs? Does every board member receive the same informa3on? Does the board have the right informa3on it needs in order to make informed decisions?

23 Teamwork Bounded Awareness: A phenomenon that occurs when cogni3ve blinders prevent a person from seeing, seeking, using, or sharing highly relevant, easily accessible, and readily perceivable informa3on during the decisionmaking process. 1. Failure to see informa3on 2. Failure to seek informa3on 3. Failure to use informa3on 4. Failure to share informa3on Source: Decisions Without Blinders HBR, Jan. 2006

24 Pillar 4: ConstrucIve Discontent Are we hesitant to challenge the status quo? Do we ac3vely seek more informa3on, ques3on assump3ons, and challenge conclusions when needed? What are our sacred cows? The missing conversa3ons: what should our board be talking about, but isn t?

25 ConstrucIve Discontent Iden3fy 2-4 tough ques3ons your Board should be asking, but isn t.

26 Tough QuesIons to Ask 1. Given the changing environment, what is our greatest vulnerability? What is our greatest opportunity? What must we do differently? 2. When is change most difficult for us? Where are we most resistant? 3. What is our greatest fear regarding how our field will most drama3cally change over the next 5-10 years? 4. What do we do par3cularly well? And will those skills/assets s3ll be of value in 5-10 years? 5. Is our business model sustainable? 6. Are we dis3nc3ve in some way that is meaningful? 7. What is our appe3te for risk?

27 Tough QuesIons (cont d) 8. Are we building the strategic board of the future? Do we really have the right people at the table to do the work we must do? 9. What nontradi3onal partnerships might we need to consider moving forward? 10. How are we reaching out to younger genera3ons to engage them in our work? 11. How will we know we are s3ll relevant? 12. Have we embraced technology in what we do and how we do it? 13. What is the greatest risk to our organiza3on if our board con3nues business as usual? 14. What do we want to hold on to from our history and what must we change?

28 Pillar 5: CollecIve Wisdom Assumes no one person always knows what is best. Brings the best thinking of the whole to light. Requires diversity at the board table. Enables the board to spot opportuni3es and/or challenges quickly, address them thoroughly, debate the op3ons, and make good decisions in a 3mely manner.

29 What Authority Does a Board Member Have? Absolutely none.

30 A Healthy Board Culture Increases a Board s Ability to... Face and resolve problems in a 3mely way Generate solu3ons to the most difficult challenges Truly become a strategic asset to the organiza3on Engage in both genera3ve and strategic work Retain talented presidents longer Lead effec3vely in construc3ve partnership with the president

31 How Healthy Is Your Board s Culture?* Are all board members engaged in discussions? Is the discourse at the appropriate level of oversight? Is it a lively conversa3on, one that allows for discussion and dissent once a recommenda3on or mo3on is on the table? Is there a tolerance for tough ques3ons that commi_ee members may think they have resolved but that other board members need to ask? Is the rela3onship with the president and the board chair open, transparent, problem-solving, and strategic? Does the board appropriately deal with obstreperous faculty members, rogue trustees, and other difficult situa3ons? Is everyone focused on a shared strategy and implementa3on that moves the ins3tu3on in a determined direc3on? *Excerpted from Trusteeship, November/December 2014, AGB.

32 PracIce 3: Spending Most of the Board s Time Focusing on the Issues of Greatest Importance

33 OpImize Board MeeIngs Works in Constructive Partnership MORE EFFECTIVE AND ENGAGED MEETINGS Mission Moment Consent Agenda Dashboards Has Engaged Meetings The High Performing Board Reframes Board s Work Strengthen the social fabric of the board Efficiently handle the business of the board Board Educa3on Asks Good Questions Accountability reigns Meaningful discussion about issues of consequence Engage in all 3 modes of governance

34 Discussion vs Dialogue* DISCUSSIONS Different views are presented and defended. Decisions are made. Convergence on a conclusion or course of ac3on occurs. Ac3on is oden the focus of the discussion. DIALOGUES Different views are presented as a means of discovering a new view. Complex issues are explored. Divergence not seeking agreement, but a richer grasp of the issues is the goal. New ac3ons emerge as a byproduct of dialogue. *Flipping the Boardroom for Trustee Engagement: Why and How, Cathy Trower, Trusteeship, AGB.

35 Technical Problems v. Adaptive Challenges Technical Problems Easy to spot Know-how exists; someone has the answer Can be solved by management Solu3ons can be implanted quickly, by edict People are recep3ve to technical solu3ons Solu3ons are bounded; have simple boundaries Can be fixed solo AdapEve Challenges Difficult to iden3fy (easy to deny) There is no right answser Require different lenses/mul3ple stakeholders Solu3ons take 3me, not by edict People oden resist even acknowledging Cut across boundaries; complex Require collabora3on, learning Ø Technical +ixes make adaptive challenges worse. Ø Resist the temptation to seek authoritative and absolute right answers. If any are found, they are almost certainly solutions to technical problems, not adaptive challenges. * Heifetz, R. (1994). Leadership Without Easy Answers. Cambridge, MA: Belknap Press of Harvard University Press.

36 How Does Your Board Make Decisions? *When the conversa3on is concluded: 1. There are a) no unanswered ques3ons; b) no unheard dissent; and c) no unspoken comments. 2. No one knows something important and relevant that everyone should know, but doesn t. 3. We have a shared understanding of how you got where you are on this issue and why we re dealing with it. 4. We have collec3ve agreement on the sure signs of success. 5. We have a shared understanding of the expressive value of the implicit message we have paid explicit a_en3on to the implicit message *Source: Cathy Trower, Trower and Trower, Inc.

37 PracIce 4: Engage in All 3 Types of Governance: Fiduciary, Strategic, and GeneraIve The Value-Add Board

38 NY and MS Valley Prin3ng Telegraph Company Western Union Blockbuster -- Nejlix CVS -- CVS Health Encyclopedia Britannica Wikipedia Macintosh i6

39 Discovery consists of seeing what everybody else has seen and thinking what nobody else has thought. -Albert Szent-Gyorgi, 1937 Nobel Prize for Medicine

40 What s the Problem? Diagnosis Problem of performance Classical Response Codify board s role, clarify tasks. Objective Diagnosis Do the work better. Problem of purpose. Reframe Response Enrich the job, engage the board. Objective Do better work.

41 The Governance Triangle Fiduciary Strategic Governance as Leadership GeneraEve

42 Core PracIces Board ins3tu3onalizes a culture of inquiry*, mutual respect and construc3ve debate that lead to sound and shared decision making. Board asks good, and some3me tough, ques3ons. How a ques3on is asked has everything to do with the conversa3on that follows. Board re-designs mee3ng agendas to focus on that which is most important, and to ensure the board is working appropriately in all three modes. Board governs in construc7ve partnership* with the president, recognizing that the effec3veness of the board and president are interdependent. *The Source: Twelve Principles of Governance that Power Excep7onal Boards, BoardSource

43 The board governs in construc:ve partnership with the chief execu3ve, recognizing that the effec3veness of the board and chief execu3ve are interdependent. * *The Source: Twelve Principles of Governance that Power Excep3onal Boards, BoardSource.

44 Key Components of an EffecIve Board/Chief ExecuIve RelaIonship An understanding that this is a partnership, not a compe33on. We re on the same team. Mutual respect for dis3nc3ve roles & responsibili3es. The board self-assesses every 2-3 years and it assesses the president annually. The ability to manage leadership transi3ons well. The ability to genuinely support one another. A shared commitment to helping the board be effec3ve. Trust is seen as an on going priority rather than a one 3me event.

45 Modes of Governance I. Fiduciary. Stewardship of tangible assets. Oversee opera3ons; deploy resources wisely; ensure legal and financial integrity; monitor results. II. Strategic. Partner with senior staff to scan internal & external environments; design & modify strategic plans; strengthen compara3ve advantage. III. Genera:ve. Source of leadership to discern, frame, and confront challenges rooted in values, tradi3ons, and beliefs; engage in sense-making, meaning-making, and problem framing.

46 Value-Added Fiduciary Work Oversight Due diligence? Scandal free? In compliance? Can we afford it? Clean audit? Budget balanced? Do we manage risk? Is it legal? Inquiry Hold what in trust for whom? Safeguards in place? Voluntary measures to earn trust? What s the opportunity cost? Insights from audit? Budget matches priori3es? Do we take sensible risks? Is it ethical?

47 Value-Added Strategic Work Planning Money, space, personnel? Resource genera3on? Compensa3on plan? Size of market? What is? (Extrapola3on) Valid assump3ons? Tradi3onal compe3tors? Internal preferences? Thinking Business model viable? Social entrepreneurialism? Great place to work? New markets? What could be? (BHAGs) Make new rules? Nontradi3onal compe3tors? Customer value proposi3ons?

48 GeneraIve Thinking Places current challenges in new light. Perceives and frames be_er problems and opportuni3es. Recognizes organiza3ons are not always ra3onal. Discovers strategies, priori3es, and reali3es. Suspends the rules of logic to tap intui3on and intellectual playfulness. Encourages robust discourse, not quick consensus.

49 Case Study: A Triple Helix Boston Museum of Fine Arts

50 Why Is GeneraIve Work So Important? Brings deeper meaning to our work Deepens our understanding of why something ma_ers Challenges us to go beyond what is presented and get to the real issue Is the most underu3lized aspect of a board s work so it offers great possibili3es to most boards Leads to discovery and breakthroughs Informs our strategic and fiduciary work

51 Generative Mode Strategic Mode Fiduciary Mode Attribute III II I Board s core work Creative: discern problems, engage in sensemaking Analytical: shape strategy, review performance Technical: oversee operations, ensure accountability Board s principal role Sense maker Strategist Sentinel Key question What s the key question? What s the plan? What s wrong?

52 Generative Mode Strategic Mode Fiduciary Mode Attribute III II I Problems are to be: Framed Solved Spotted Deliberative process Robust and sometimes playful Empirical and logical Parliamentary and orderly Way of Deciding Grappling & discerning Group process & consensus Protocol and exception

53 The main thing is figuring out the main thing. - Richard Chait

54 Bringing GeneraIve Thinking into the Boardroom Framing RetrospecEve Thinking Cues & Clues CatalyEc QuesEons GeneraEve Thinking Open Discussion Dominant NarraEve Silent Starts Boundary Work One Minute Essays

55 CatalyIc QuesIons What will be most strikingly different about our ins3tu3on in 5 years? What are we most resistant to, and why? On what list do we want to rank #1? What is our greatest hope for how our college will be in 10 years? What if our reserves quadrupled tomorrow? What would we do differently? What would the board spend its 3me on? What are our 3 greatest assets (other than our staff and faculty)? Now, name 2 hidden assets. What is most dis3nc3ve about this ins3tu3on? Is that quality/service becoming more or less valuable in the world in which we operate?

56 Embedded Issues Onen Missed OpportuniIes A local social service agency Stated problem: voluntary turnover of staff Reframed: quality work place A food bank: Stated problem: increased community need Reframed: preven3on or self-sustainable strategies An art museum: Stated problem: opportunity to purchase a prized and expensive work of art Reframed: owning art vs displaying art?

57 Where Do We Find GeneraIve OpportuniIes? As we start New strategic planning process/direc3on Chief execu3ve search process Capital campaign Mission reassessment Considering a merger or acquisi3on Assessing our relevancy

58 Exercise 1. Iden3fy 1-3 genera3ve opportuni3es facing your community college over the next 1-3 years. 2. Choose one of the three to focus on today. 3. What genera3ve, strategic, and fiduciary ques3ons might you pose at the board table to address that issue? 4. What challenges do you an3cipate your board will encounter as it engages in this kind of work?

59 High Performing Boards 1. Understand the context in which they govern, 2. Are a_en3ve to board culture, 3. Work in construc3ve partnership with the president and staff, 4. Reframe the work of the board, and engage in all 3 modes of work, and 5. Spend most of their 3me focusing on the issues of greatest importance.

60 Closing Thoughts

61 Susan S. Meier Principal, Meier and Associates Senior Governance Consultant, BoardSource