Policy on Board Composition and Recruitment
Governance responsibilities today are so significant that board members must bring more than commitment to the mission and interest in serving. As William Bowen writes, every trustee should bring a “specific competence or experience needed on the board.” This sample provides a board policy statement on competency-based recruitment, election and re-election of board members. Use it to customize a process for your board.
Purpose
To ensure that the Board possesses the competencies necessary for effective board performance.
Policy
Board members will be elected based on a demonstrated record of possessing the specific qualifications and competencies necessary for effective governance.
Board members eligible for election to another term will be evaluated on their performance as a trustee and their ability to contribute a competency that is still needed by the organization.
Term limits will be strictly followed to ensure a regular infusion of new individuals who bring needed competencies, provide fresh thinking and keep governance connected to the stakeholders.
Procedures
- The board delegates to the Governance Committee responsibility for developing and bringing to the board recommendations with regard to board election and re-election.
- The committee will recommend a list of competencies needed on the board. As shown in the attached template, three types of competencies will be identified:
- Universal Competencies . . . Personal qualifications required of ALL Board members.
- Collective Competencies . . . Knowledge and skills that the board AS A WHOLE needs, and therefore, should be strong attributes of one or more but not necessarily all members.
- Desirable Competencies . . . Characteristics that would be an asset to the board at the present time, given its strategic priorities and board needs.
- Using the competencies, the committee will review the board’s current composition and anticipated vacancies and identify particular competencies to look for in new members. All board members are encouraged to recommend candidates possessing the competencies for consideration by the Governance Committee.
- The committee will review prospective board candidates and develop a “short list.” It will assign a committee member(s) to meet with the individuals, share a position description that specifies a trustee’s responsibilities, and assess the prospect’s interest and qualifications against the board’s needed competencies. The committee may independently verify information as appropriate (e.g., a prospective trustee’s performance on other boards).
- The committee will recommend a slate of candidates, after consultation with the CEO and after a careful review of qualifications, for approval by the full board.
- The committee will establish a mechanism for review of the performance of individual board members eligible for re-election.