Is It Time for a Board Checkup?

Checkups make sense. Annual physicals support personal well-being. Periodic employee performance reviews reinforce goals. Even our cars have routine maintenance schedules.

When was your board’s last checkup? If you don’t know, your board and its progress are at risk of sinking into complacency.

The pace of our transforming health care system, combined with regulatory mandates and other pressures, demands high-performing, nimble boards. Although sticking with what works is human nature, avoiding reality checks of governance effectiveness could slow progress at best, and imperil timely responses in troubled times at worst.

Trustees can use three tools to determine how their board is functioning and, if needed, how to improve performance. The first two tools are diagnostic, and the third is the governance equivalent of a treatment plan.

Raising Awareness

The first step is to demonstrate to the board the value of a governance review. The easiest way to start is to systematically share articles with board leaders about why and how other boards have been introspective about their processes. Learning about contemporary board practices may open eyes and minds, leading trustees to ask, “What should we do about these ideas?” Another option is to ask the chair or other board officer to lead a discussion on governance best practices and ask, “Shouldn’t we take stock of whether our governance systems could be even better based on successes achieved by other boards?”

Many board leaders and members will discuss the question readily after being exposed to how other boards improved. Others may be comfortable with the status quo. A few might interpret a review as criticism.

If these forays don’t work, try a more methodical approach. Continue to share readings, but then encourage board leaders or a subset of trustees to take a road trip. Suggest that they participate in governance conferences or other educational opportunities and share what they learned with the full board.

If skepticism persists or there’s an inability to agree on next steps, consider engaging a consultant for the governance equivalent of an independent audit. Otherwise, use the first of three tools: Let trustee opinion speak for itself. Then, move on to the second tool: Get away to focus on governance. Finally, use the third tool — move beyond philosophy — to create a road map for the future.

Let Trustee Opinion Speak

Regardless of the board’s level of readiness for a governance review, a smart first step is to measure trustee satisfaction with governance systems. Ideally, the board already conducts a periodic self-evaluation survey. But even if so, every board evaluation reflects strengths and weaknesses. Determine how results might be used to pinpoint areas for debate and improvement.

Options might include a discussion about the messages within the results. For example, do all trustees understand the meaning of each question, or even the terminology used? Can survey results be compared with those of other health care boards and, if not, might scores be misinterpreted as high-ranking? Does the survey cover every aspect of governance? Is the emphasis on compliance rather than board culture and development? Are results useful to a gap analysis?

Reasons for responses that indicate trustee dissatisfaction or misunderstandings should be probed. Using another survey in addition to or as a replacement to the regular self-evaluation survey may help the board to get at difficult topics.

Get Away to Focus

Propose breaking away from boardroom routines with an off-site meeting or miniretreat for the entire board. The agenda would focus solely on governance: surveying best practices, garnering trustee opinions about their own practices and identifying priorities to improve performance. Avoid all temptations to digress into any other subjects.

Involving the entire board could be as valuable as any other outcome. Advancing a board’s culture will be more important than finding ways to slog through routine business more efficiently. A strong board culture is built on a foundation of mutual understanding of purpose and healthy communication.

Discussion about how the board governs will uncover misunderstandings, myths and unasked questions. And, no matter what the outcome of the special session, the board will be stronger for investing the time in sharing, discussing and team-building.

The first session should have at least three goals:

• Learn about current governance practices, ideally from an unbiased third party. Resources are readily available from associations and related organizations.

• Decide what is working, what isn’t, what could be better or be eliminated, and the most appealing new ideas. Consider saving the penetrating discussion about the self-assessment results for the off-site meeting. Insights will flow if trustees are asked at the retreat to rank satisfaction with board practices numerically against a list of best practices, as opposed to asking if the practices exist or are performed well.

• Take action by agreeing on priorities. Because process improvement begins by eliminating negatives, first steps might include focusing on the areas of the greatest opportunity or that win unanimous agreement.

Move Beyond Philosophy

Consensus on priorities should open the door to creating a road map that is the governance equivalent of a process improvement plan. Many existing practices may continue to make sense. Some might be streamlined for greater efficiency. Still, other old ways may not work in new times and can be abandoned.

The road map should not be created at the off-site meeting for two reasons. First, more can be gained by having all trustees divide into subgroups afterward with assigned priorities for consideration. Then, their recommendations can be brought to the full board. Direct participation by all trustees will produce more ideas, increase buy-in and fortify board culture.

Second, starting to work on the plan and action steps typically come toward the end of the session. Don’t do it. Be satisfied with the unanimity that change is afoot, and that priorities are pinpointed to be thought through later. Also, as participants reflect on the session, still other productive ideas may be suggested that improve the outcome.

Stagger deadlines for recommendations from the subgroups so that the board can give each area the benefit of separate deliberation. Having a committee oversee the process might help. For example, some boards combine governance and nominating functions under a single committee.

Implementation ideally should span a few years. Cultural change in any organization cannot be accomplished overnight, and boards are organizations within organizations. They have their own systems, practices, responsibilities and people. Many new ideas will work; others will not or will need adjusting. The timetable always can be accelerated if the plan moves faster than anticipated.

Then What?

Like other effective continuous improvement processes, wellness checks should be ongoing. They are not meant to be isolated events.

Boards typically are too occupied with time-consuming matters to be deliberate about how they are governing. Devoting attention to governance will yield profound results. The board will be more effective. Individual trustees will be more satisfied. And, a high-performing board will make recruiting new trustees easier.

Revisiting the first two steps annually will help to ensure a continued focus on performance. Progress on the third step — the road map — needs to be reported frequently to the board and as often as deliberation or action is required. The plan should be updated annually, evaluating the last year and then adding new goals for the year ahead. 

Paul J. Taylor (pjtaylor7x@gmail.com) is a consultant, author and former senior vice president of South Shore Hospital, Weymouth, Mass. He lives in Hingham, Mass.

Design an Effective Board Checkup

Before the meeting:

• Provide governance readings as background.

• Select an off-site location to break away from the routine and the boardroom.

• Emphasize that success depends on having present every trustee’s experience and brainpower.

During the meeting:

• Begin with an overview by an independent governance consultant or association.

• Review board self-evaluation results and significance.

• Perform an exercise to pick key words or phrases that describe the board’s own mission and values. Then, decide if the input should be used later by a subgroup to develop board-specific mission and vision statements.

• Survey board member perspectives about best practices.

• Prioritize possible governance improvements and agree on which need more research.

• Decide how, when and by whom a governance process improvement plan will be created. — P.J.T.