Seven Techniques to Strengthen Board Decision Making

By Jamie Orlikoff

Effective decision making often requires different techniques or approaches for different types of decisions.

The following techniques and practices can help support and strengthen your board’s decision-making processes. To learn more about effective board decision making, click here.

1) Decision sequencing. Boards often find themselves making “rushed” decisions, where they must make a decision at the same meeting in which the issue has first been presented to the full board. While emergencies and opportunities may make this choice occasionally necessary, it should be the rare exception and not the rule for routine decision making. Boards can develop a “decision sequencing” policy: they inform their executives, committees, and others who report to them that they always want to be informed of a recommendation or proposed decision several meetings before the decision will actually be voted on. This requirement provides the board with the opportunity to discuss the decision, sleep on it, and ask for additional information or formulate other options. It helps generate better discussion and decisions as well as greater ownership of the decisions — and their consequences.

2) Non-binding straw polls. This technique involves taking votes which “do not count” to gauge where the board members are on an issue before they begin discussion on a proposal. Board members can then explain the reasons for their votes; this common awareness can then stimulate more focused discussion on the issue to more fully inform the final, formal, and binding vote.

3) Fist-to-five voting. When a board member raises his or her hand or verbally votes in the affirmative, it is usually impossible to tell if the individual’s support is robust or tepid. Much like when the brake lights illuminate in the car ahead of you, it is hard to tell if the driver is slamming on the breaks or simply touching the brake pedal. Fist-to-five voting is a technique within which the degree of support for an issue can easily be determined for both the board as a whole and for each voting member. In this technique, individuals have six options to signal their support or lack thereof. If they raise a fist, it means they are opposed to the issue — a no vote. A single finger means just the bare minimum of support; two fingers means more support but still tepid; three fingers means more positive than negative, but less than full support; four fingers indicates very positive commitment; and five fingers signals whole-hearted support. Boards can use this technique in several ways: as part of the straw-poll voting process or as the final vote. If used as the final vote, a board can determine a minimum average threshold necessary for the decision to be approved, say an average of 3.5 or 4. Or a board can simply count the number of positive votes, but use the average to determine the board’s commitment to the decision.

4) Supermajority requirements. An organization’s bylaws will often specify that certain major decisions, such as merging or selling the organization or removing a board member from office, can only be approved by a supermajority (such as two-thirds or threefourths of the voting members) instead of by a simple majority of the board. Such requirements are explicit statements that the issue is so critical that it demands a different decision-making process and can only be executed if a defined supermajority vote threshold is achieved. Boards can also use this supermajority voting technique on additional issues to those specified in the bylaws if they agree in advance to use this approach. Simply discussing whether a decision is significant enough to warrant a supermajority threshold can be valuable to a board’s decision-making process, as it heightens awareness of their decision-making culture and options. Here the board is explicitly deciding how it will make this decision.

5) Secret ballots. In controversial decisions, or when there may be pressure on board members to vote in certain ways, a secret ballot allows trustees to vote their conscience in confidence without fear of repercussion or reprisal. This technique is very useful for a board that has a culture of unanimity in decision making and wishes to change it. Secret-ballot voting can also be an especially important decision-making tool for boards required to have meetings open to the public. If allowed by law, a secret ballot enables the board members to be more likely to vote their conscience and make difficult but necessary decisions even when members of the public and press are in the room, most of whom are vocally opposed to the action being considered by the board.

6) Avoiding decision fatigue by restructuring board agendas.The more decisions a board makes, the more it suffers from decision fatigue and the resulting deterioration in the quality of decision making. Yet, most boards put the most meaningless, pro-forma decision issues (approval of minutes, consent agenda, approval of reports, etc.) at the beginning of the agenda, and place the most significant decision at the conclusion of the agenda. A simple technique to improve board decision making is to flip the script and place the significant decisions at the beginning of the meeting, and put the more routine ones, which are far less likely to be negatively affected by decision fatigue, at the end of the agenda.

7) Authority matrix. Boards can use an authority matrix to create a decision protocol that clearly defines what type of decisions will be made by the board as distinct from executive management; from board committees, if they have delegated decision-making authority; from the medical staff; or from other boards or decision-making groups in the system or organization. By clearly defining the role of each body in the making of a specific decision (who recommends, who approves, and who must be consulted before a decision is made?), mystery in the decision-making process is replaced by mastery.

To