Introduction to Policy Governance

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Introduction to Policy Governance

• USAFA AOG Board of Directors
• 1600-1700, Friday, February 8, 2008
• Terry Storm
• Newly Appointed AOG Director
• Non-Profit Association CEO for 20 Years
• Carver Model Policy Governance
• Consultant
• County Manager
• Generals Aide Exec
• NATO Committee Chairman

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Considerations

• Are your Directors talents as leaders being
  fully utilized?
• How much time do you spend listening to reports
  of past activities, or approving committee and/or
  staff recommendations?
• Do your Directors complain of simply
  rubberstamping decisions already reached?

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Policy Governance A Nuts n Bolts Look

• Background on Policy Governance
• Myths / 10 Principles
• Advantages / Struggles
• Volunteer / Staff

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Background on Policy Governance

• Concept founded in 1970s
• Dr. John Carver founder/trainer/author
• Boards that Make a Difference
• Reinventing Your Board
• Trained facilitators across U.S.
• Now going international
• Bill Charney Carver wives
• Size of organization doesnt seem to matter

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• Policy Governance a basic set of concepts and
  principles that provides the framework for
  carrying out the tasks of an organization in an
  efficient, focused, and productive manner.
• Clarifies Board Of Directors job as
  directional and staffs job as operational.

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Myths about Policy Governance

• Myth Staff-driven
• Reality The Board truly governs
• Myth Board of Directors Hands-Off
• Reality More hands-on with what matters
• Myth Loss of Volunteers
• Reality Better use of precious volunteer time

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Principles of Policy Governance

• The trust in trusteeship
• Board members act as trustees on behalf of the
  owners (members).
• Board must make certain the organization
  achieves what the members want it to achieve.
• Requires the Board to link or communicate with
  members.

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Principles of Policy Governance

• The Board speaks with one voice or not at all.
• The Boards decisions must be upheld by all
  members.

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Principles of Policy Governance

• 3. Board decisions should be policy decisions.
• All Board decisions are reduced to policies.
• Future decision may create an amendment or
  addition to an existing policy.

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Principles of Policy Governance

• Boards should formulate policy by determining the
  broadest values before progressing to narrower
  ones.
• By nesting policies, Boards can delegate
  details to the degree they feel comfortable.
• The Board can allow the CEO to interpret the
  broad policy, or the Board can be more specific,
  more detailed in their policy-making.

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Principles of Policy Governance

• 5. The Board should define and delegate rather
  than react and ratify.
• If the Board is truly governing, the Board
  should not be simply reacting to and ratifying
  staff or committee ideas.
• The Board itself must work continually to define
  the results to be achieved (Ends) and the define
  the acceptable boundaries within which the
  staff will operate to achieve the Ends.

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Principles of Policy Governance

• 6. Ends determination is the pivotal duty of
  governance.
• Ends or outcomes (goals) are made into Ends
  policies that state what results, for whom, at
  what costs.
• Majority of the Board time is spent doing
  future-oriented thinking, exploring options,
  consulting with members, and developing Ends.

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Principles of Policy Governance

• 7. The Board can best control staff means by
  limiting, not prescribing.
• Rather than create a to do list for CEOs,
  staff members, and committees, the Ends created
  by the Board tell the CEO what should be
  achieved.
• The CEO is then allowed to determine how best to
  get there within limits. Board sets the limits
  (referred to as Executive Limitations Policies)

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Principles of Policy Governance

• 8. A Board must design its own products and
  processes.
• Boards governance structure is distinct from
  the staffs management function.
• Purpose of Board is not to oversee staff, but to
  define the future of the Association and to
  ensure that the future is achieved.

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Principles of Policy Governance

• 9. A Board must form an empowering and safe
  linkage with management.
• Role clarity Board clearly knows its role
  staff clearly knows its role
• The roles do not overlap, and both the Board and
  staff agree to adhere to these roles.

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Principles of Policy Governance

• 10. CEO performance must be monitored rigorously
  but only against policy criteria.
• Board will judge staff performance according to
  the Boards own rules, and the staff know those
  rules because they have been stated in policies.

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Monitoring Policies to Ensure Accountability

• Monitoring brings comfort to Boards using Policy
  Governance.
• Knowing what is going on in the present allows
  the Board to focus on the future.
• Board determines methods and frequency.

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Advantages of Policy Governance

• Agendas are better the Board has control over
  them there is less incidental info.
• The Board is engaged in much more outreach and
  dialogue with the (graduate) community.
• Staff and Board roles are clearly defined.
• The Board is more forward-looking.

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• Defined leadership roles and responsibilities.
• No longer bogged down in committee structure and
  micro-management.
• Board is more proactive than reactive to members
  needs.
• Staff operates more efficiently and effectively.
• Directors come to meetings better prepared for
  discussion.

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BOD Governing Policies Manual

• Ends
• Executive Limitations General Constraints
  
• Treatment of Members Staff
• Asset Protection Membership
  Dues Fees
• Financial Planning, Budgeting, Condition
• Activities
  Investment Management
• Emergency Executive Succession
• Compensation Benefits
• Board Awareness Support
• Programs/Events/Services

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• Board/Staff Linkage
• Governance-Management Connection
• Unity of Control
• Accountability of the CEO
• Delegation to the CEO
• Monitoring CEO Performance
• Policy Governance Requires Complete Trust

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• Governance Process
• Governance Commitment
• Governing Style Values
• Policy-Making Principles
• Board Job Products
• Agenda Planning
• Chairs Role
• Board Members Code of Conduct
• Directors Individual Responsibilities
• Board Committee Structure Principles
• Cost of Governance

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Continuing Struggles

• how to adhere to the process on an ongoing basis
• ongoing discussion of Ends
• linkage with the members
• Benefits far outweigh the struggles of transition.

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Volunteer Time

• Focus Groups, Task Forces more members are
  involved, shorter periods of time (time
  commitment form with application)
• Board Committees standing committees to help
  Board achieve its Ends.

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Staff What effect?

• Will we need more staff?
• Will staff have the necessary skills?
• Considerations amount of staff time spent now in
  committee meetings (preparation, minutes,
  agendas, phone calls, etc.)

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What It Takes

• Hire a facilitator/consultant
• 10K plus expenses or 100/hour
• Commit all board members staff
• 2 days the future
• Train new directors staff
• Annually retrain/reenergize directors staff

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The End

• Questions ?
• Thanks for Listening