Should you fire that lousy board member?

Sarah: I’m here at Fundraising Day New York with one of the people that I consider to be a hero in the fundraising world, in the nonprofit communications and organizational development worlds, Simone Joyaux. Simone, for those of you who don’t know her, is a multi-time author, an organizational development expert, fundraising expert, and has produced all kinds of great books and other things. What else should we say about you?

Simone: Well, I’m a social justice activist and I want everything to get better and be better, and I’m willing to fight for it.

Sarah: Yeah, you and me both. Right. So, at Fundraising Day New York, Simone gave a session called Firing Lousy Board Members, which is based on a book of the same title that she just produced. And, Firing Lousy Board Members is an interesting communications topic because it’s about internal communications, it’s about the internal health of your organization and the board. So why did you write this book?

Simone: Well, I wrote the book because so much of my work is in governance, and there is so much confusion about it. We’re all taught management our whole lives. “Finish your homework, Sarah, and then you can go out and play. You want to balance these three things today.” And as the years passed, I realized that most boards that I’ve worked with, served on, or whatever are mediocre at best. Some of them are just functional, and only a few are very, very good. And it really stems from a lack of knowledge about what governance is, and the distinction between the board and the board member.

Sarah: And so, if you were counseling an organization that was trying to rejuvenate its board and get smarter about governance, what do you think is some of the most important stuff they should do, that perhaps they’re not doing?

Simone: Well, I think the first thing … and it’s a real “ah-ha” moment, if you will … is to conduct a governance self-assessment. So I have a tool, it’s in my free download library on my website where every single board member completes the assessment, and then it’s tabulated. And the assessment exists as an example of, “This is what good governance is.” So, it’s interesting because it’s fair for board members to say, when they’re looking at the results, “Well, I don’t even know why this is a measure of good governance.” And that’s a good conversation to have, but in general I’m going to tell you probably, “I’ll win on that one,” because it is good governance. And so then we can look at, “Well, we don’t know some of the answers to these things, we don’t know why they matter. What kind of education can we do about it?” So it can be a really great, great starting point is this assessment.

Sarah: And it’s a conversation starter that … Do you recommend the board chair do this with individual board members, or a facilitator consultant like you?

Simone: Yeah, so, what I think is, everybody does it at home. As I say, it’s tabulated. And then, you have to have a governance expert interpret it with you, because quite frankly, most board members don’t know what governance is. That’s not a criticism. We were taught management. Most board chairs don’t know what governance is. The one person I expect to be the governance expert is the CEO, the Executive Director, ’cause she or he’s the only one we could say, “Go to a workshop and read books and learn it, or we’ll fire you.”

Sarah: Right, it’s a professional development obligation.

Simone: Absolutely. Absolutely. And then the good CEO can guide the board chair and other board members.

Sarah: Right. And is there a definition of governance that you prefer, that you think is truer?

Simone: Yes, so … The definition of governance that I’ve sort of articulated based on all my years of reading, etc., are: “Governance is the process whereby a group of individuals work together to ensure the health and effectiveness of the corporation.” So, governance only happens at a board meeting when we’re together and we do certain things like, we assure that we are financially strong. And we do that by looking at the fundraising plan and discussing what is and isn’t working. But we don’t get down into what the direct mail letter should say, and things like that.

Sarah: I attended a session that you gave a few years ago where I remember you talking about not having an executive committee, right? Because we don’t govern unless the whole board is governing. What I wanted to ask you about at the session was, how does that work for an organization where convening the full board and actually facilitating a meaningful board conversation is challenging?

Simone: Well, so a couple things. First, you did remember correctly, Sarah, that I’m on a worldwide mission to destroy all executive committees. So the issue becomes, governance work is done by the full board. We can participate by telephone. If we’re a smoothly functioning, or relatively smoothly functioning organization, it’s not like emergencies are going to erupt, right? And if … Let’s say that we happen to be a local board, as in we live in the same general geographic area. I would be pissed off if, as a board member, I’m not on the executive committee. But we had an emergency that had to be discussed, and you didn’t bother to notify me and I could’ve gotten there.
So we’re creating this sub committee, executive committee, of the board and they get to talk about almost everything. And then it gets talked about with them and then it comes back to the full board? I mean, nothing like discouraging people from participating.

Sarah: Okay. And back to the book, Firing Lousy Board Members. So, I had an interesting conversation recently with somebody where we were talking about term limits. And I’ve always been a fan of term limits, because I think term limits bake in a healthy-

Simone: Yes, I agree.

Sarah: … rejuvenation process. But this was a person who’s on a … what was described to me as very high functioning board of a large organization that did away with term limits because they felt they had some very disciplined rigorous board assessment and reflection processes. What’s your take on term limits?

Simone: I believe in term limits overall. I believe that we can get lazy when we don’t have term limits. Thank heavens we don’t have to find a new board member or a new board chair. I believe that as much as we all want to think that we are continually learning and evolving, that we are human. And that sometimes it’s just good to have the discipline of changing board members. And, if someone is a brilliant, marvelous, wonderful board member, we can certainly get along without them for one year and then we can re-nominate them.

Sarah: And they can volunteer in a non-board capacity.

Simone: In other … Exactly.

Sarah: I ask because it seems to me that the idea of a rigorous dialogue, a reflection process, an assessment process is a metric of healthy communications.

Simone: Absolutely. I will frequently say to people, “When was the last time you had a really heavy argument during a board meeting, where people were saying things like, ‘Well I couldn’t disagree with you more.'” And most people go, “Oh, no no no, we don’t do that. That’s just not polite.” Well, what’s not polite is, “I couldn’t disagree with you more, Sarah, you stupid person.” But, absent that, if I just say, “Sarah, I couldn’t disagree with you more,” and you say, “Well here’s my assumptions,” and I go, “Wow, let me question that assumption.” Oh, and then you’re questioning my other assumption. And we really talk about it and argue it out because if issues are important, we should be disagreeing and arguing.

Sarah: Right.

Simone: And then eventually we will vote, and there will be unity of voice. And if I don’t agree with the outcome of the vote, then I get off the board.

Sarah: Right, right. So we collaborate, we’re direct with each other. And through that we come together, whereas if we don’t communicate, and we don’t have direct communications in conflict situations-

Simone: Right.

Sarah: … we can reunify. We never align.

Simone: Exactly. Yeah, unity of voice once a decision is made. But good heavens, if we don’t disagree, what the heck does that say about us?

Sarah: Yeah. So, my parting question to you is the title of the book. How do you fire bad board members?

Simone: Alright, so in fact, the entire book tells you how never to be in a position where you have to-

Sarah: Don’t need to.

Simone: … fire a lousy board member because you did all the right things in the screening and recruitment process, and the policies related to performance, etc., etc. And then when, as sometimes happens, it’s just not working and everything, then what you do is what I call enhancing attrition. So you sit down … and if I just may pick on you again, Sarah-
Sarah: Please.

Simone: … So I sit down with you as the board chair, or I could be the chair of the governance committee, and I say, “Sarah, you know, you haven’t been attending board meetings and I know you’ve been really, really busy what with the changes in your life and stuff. But if you’ll recall the expectations, we count on you being an active board member and participating. Maybe it’s just not the right time for you.” So what I’m hoping is that me bringing this up, graciously and professionally, with no intention of embarrassing you or creating an awkward situation … I’m hoping that you will then say, “You know, you’re right. Maybe this isn’t the best time.” And then I’ll say, “Alright, so you resign.”We’ll simply report to the board that due to personal circumstances, the change in your business, whatever you had to resign. And then perhaps some day in the future, whatever.
So, we do all of this stuff in the right way. We do all kinds of touching base with, “Wow, you’re missing too many board meetings. You served on that committee, but you were never there. This is a problem.” We’re holding people accountable for what they said they would do and we’re not ignoring them when they don’t do it.

Sarah: Right. And we’ve recorded a lot of podcasts about the idea of living your organization’s values, being part of what they are. And I’m hearing in this a lot of unstated values. Values of directness, of collaboration, of improvement.

Simone: Right. Exactly. And which are articulated by strong organizations. We articulate them. It’s funny because I once said to someone … It was an A,B,C choice question. What’s the most important thing a board member does? Choice A was attend board meetings. Choice B was give a gift. And Choice C was help fundraise. No one picked the right answer. And the right answer is attend board meetings. If you’re a board member, you do governance. Governance happens at board meetings. Yes should also, of course, give a gift, and you should help fundraise. But a board is governance. It’s not the engine of fundraising.

Sarah: I hear you. Alright, Simone. You are such a force for good, and it’s such an honor to get to chat with you about this. We’ll link to the book in our show notes.

Simone: Oh, thanks.

Sarah: And thank you for talking to me.

Simone: Well, thank you for asking.