Where was the board? – a disaster avoidance strategy for the not for profit sector

“Where was the board? This has been a familiar refrain in corporate governance. Good governance is often aspired to, but not always achieved. Often It is sought after a crisis, or in response to a scandal.

Good governance is essential for a good reputation. It creates trust with funders; builds bonds with the public and attracts high calibre staff. The converse is also true, poor governance causes reputational damage that can result in terminal decline

Yet good board governance cannot be switched off and on. Highly functioning organisations have a strong board governance culture that is based on factors that are applied consistently and thoroughly. It also recognises that good governance takes time, attention and commitment from all parties on the board to make it happen. Good governance is both a principle and process. It gets better by its use.

Let me give you an example from my own experience working with a client. I was approached by a CEO of a financial organisation to support her with her board. She was concerned about the effectiveness of the board and the Chair, and that it was beginning to have an impact upon organisational performance. The Board audit committee was not consistently adhering to procedures on “risky” loans and that had an negative impact of the cash flow of the organisation.  In particular she was concerned that some board members were disengaged, and in light of new and stringent tests of competence for board members set by the financial regulator; that some board members might not pass that test thus bringing their continued membership of the board into question.

The CEO was also concerned that the Chair had become disengaged, and had allowed the board to “drift”. This observation had become a source of dispute between CEO and Chair who had both been in post for a long time, and the CEO was considering her future in the organisation.

So what did I do?

Firstly I needed to deal with the relationship between the CEO and the Chair which was at the heart of the problem. It was important that I was not seen to be taking sides- the advantage was that I was known to both individuals on a professional basis for many years.

My first step was to meet with them and identify what were the key issues. In discussion it became clear that the boundaries between their roles had become blurred, and that specific frustrations about the others performance/behaviours that had not been aired/ resolved. For example, the chairs reluctance to get board to agree actions and timeframes

From that I devised a mentoring approach that focussed on rebuilding trust between the CEO and Chair. This involved joint and separate mentoring sessions, establishing a shared way of working and using conflict resolution approaches  – in essence “the way we do things here”. Over the next 9 months I worked with the CEO and Chair and was successful in helping them to set a new leadership tone and behaviour that could be shared with the board. The outcome was better board meetings, clearer decision making and a tightening of rules and procedures.

Concurrently I also worked with the board. I observed board meetings where I identified mission creep, some disengagement, too much attention to detail and poor chairing. This provided the basis for a series of actions.

I designed a series of away days to enable the board to redefine the mission statement of the organisation; assisted board members to shift their balance towards strategic direction; and did a series of 1-2-1sessions to improve chairing skills of Chair. I got board members to self assess their performance. As a result of that process, three long established board members resigned.

In total over a 12 month period I helped the CEO and Chair re-establish a strong working relationship that resulted in the CEO deciding to stay with the organisation. Through the mentoring Board meetings are now well chaired and the and the appointment of fresh blood has re-energised the board. Above all the mission of the organisation is now clear, and board members have a clear sense of purpose. It is performing well and is in a better place

From that experience and others, I believe that good governance, and by that I mean what goes on around the board table, is predicated on what I term are five critical factors. So when I begin to work with an organisation on board development this my starting place to begin to assess effectiveness or otherwise

The Mission – a clear and compelling purpose that unites and motivates the board and staff to achieve results. It provides the basis for all decisions on development and direction. It is the organisational “North Star”

Leadership of Board and Organisation – a highly performing organisation is led by a Board Chair and Ceo with a good working and constructive relationship. This relationship is built on a shared understanding of roles, mission and values of the organisation. It is based on mutual  respect and should be an exemplar of leadership behaviour.

The board sets the tone and behaviours of the organisation. It is  the “keeper of flame” with regard to the mission and purpose. Board members understand their responsibilities stretch beyond the “board and committee meeting”

The Composition of the Board and Staff-  Getting the right people in the right position, both board members and staff in concert with the mission and purpose of the organisaton. Respecting roles and recognising differing responsibilities. Whilst need to understand how the organisation operates, it is not their job to interfere in operational matters, but to set the processes, and policies to ensure effective oversight of performance and risk

Strategic Planning – a clear planning process that lays out  the future course for the organisation. It should shape the board structures, and ensure that committee activities are aligned with the strategic objectives of  the organisation.

Board Meetings –  focussed, well planned agendas that enable clear and effective decision making. The formal place where the board acts on its authority, sets the direction and tone of behaviours, performance and actions. It well balanced between the need to look back, ie scrutiny role, and projecting forward, ie strategy role.

Getting them all operating in concert takes time, energy and focus. It requires the whole board exercising leadership -working “in” the board and working “on” the board. I am passionate about mentoring  boards and their organisations  to make a difference. Getting your board to focus on these 5 factors will improve your board.

So why not do this exercise for yourself with your board?  Call me for a free consultation to run this for your board










3 Top Tips For New Leaders

In preparing for mentoring clients last week, I was reflecting on a question that has been troubling me of late. Why is it that there are more books on leadership than ever, yet good examples of leadership in practice can be hard to find?

Opinion formers bemoan the lack of strong leadership across Europe, dusting off the biographies of leaders from the past, and sighing for a golden age that never really existed. So a torrent of words, but little clarity about what being a leader is all about.

Many business biographies are glorified hagiographies, a retrospective rewriting of personal perspectives that often fail to discuss the nuances and subtleties that are essential to mature leadership. They demonstrate what I would call a transactional leadership – the nuts and bolts of process and whilst they have value, do not constitute the essential elements of leadership. At a glance, many organisations highlight the need for transformational not transactional leadership.

This question reminded me of an experience with a new client. An accomplished professional, he has just been appointed CEO for the first time, and was excited and anxious in equal measure about the role.

As he peppered me with questions about what type of leader he should be and what was the best type of leader – servant or adaptive, I realised that for all the volumes, leadership is becoming reduced to a process, a formula that is applied from outwith – rather than a philosophy that applies to oneself.

I suggested that he ask himself why he wanted to become CEO and what he wanted to do – to discover his WHY. His WHY has now become his leadership motivation – and he made it his own – essentially a bespoke leadership that fits him and that he is comfortable with.

So if you are a new leader, whatever the organisation is, let me share with you the three key things to do in 100 days to become a transformational rather than a transactional leader.

These are proven, tested and timeless.

  1. Self leadership. You need to take the decision to commit to lead. That begins with knowing what you want to do, and to know yourself. To know your strengths and been open enough to recognise your weaknesses – showing your vulnerability is the key to building trusting relationships. And trust is the basis on which all leadership is founded.
  1. Team leadership. Use trust to build a community in whatever sphere you operate, acknowledge the power of team work and encourage autonomy, ask how you can serve your organisation, not how it can serve you.
  1. Organisational leadership. The key to leading an effective organisation is an approach that values relationships and results. Leaders set the tone, so be clear about what tone you want to set, and your tone and behaviours must be aligned and allow others to manage. Recognise the distinction and create the space to make it happen.

By all means read, and read widely but change comes from within. And the first act of transformational leadership takes place in you. Namely to commit to lead – and as Gandhi put “we must become the change we want to see in the world”.

So what are your experiences as a new leader, and what has worked for you?

Want to prioritise better? Develop your own ‘stop-doing’ list – 5 top tips

Whether you are the CEO or someone who is in a middle management position, it’s how and what you do with your scarcest resource and time, that will determine the effectiveness of your leadership and success in the workplace.

It seems everyone wants a piece of you!

Your colleagues want your input on projects that are not your responsibility, your team want you to oversee every piece of work, your Team Leaders want to talk over every last thing with you, your boss wants you to attend a range of meetings you have no idea what for and Head Office seem to think you’re just waiting around for their call to tell you about the next big idea and what you have to do about it! Sound familiar?

We suffer from overload at work—taking on more than we can comfortably deliver in an unconscious desire to impress others, get ahead, and keep up with others’ expectations. Meanwhile our top priorities go unaddressed.

So ask yourself this question?

How much time do you waste with projects and activities that you really don’t want to do simply because you are uncomfortable saying no?

Success depends on getting good at saying NO without feeling guilty. You cannot get ahead with your own goals if you are always saying yes to someone else’s projects. You can only get ahead with your work and targets if you are focused on the things that will produce the results.

You will have to structure your work so that you are focusing your time, effort, energies, and resources mainly on projects, plans, and people that are essential to your work priorities. You are going to have to create stronger boundaries about what you will and won’t do.

Most of us are busy, but undisciplined. We are active, but not focused. We are moving, but not always in the right direction. By creating a ‘stop-doing’ list as well as a to-do list, you will bring more discipline and focus into your work.

Start by creating a stop-doing list as soon as possible! Then make the things on your list “POLICIES.” People respond to policies. They understand a policy as a boundary. They will respect you more for being clear about what you won’t do.

So my 5 top “don’t do” policies are:

  • I don’t give an immediate ‘yes’ response to attending meetings.
  • I don’t fill the diary – have a policy of having two meeting free undisturbed mornings every week.
  • I don’t schedule more than 3 external meetings in one week.
  • I don’t do individual supervision or crisis meetings without setting a finish time.
  • I don’t chair all internal meetings I attend.

It is very easy to say what your policies are, and you don’t even have to use the word no!

People respect policies. And it’s likely that no one will take your policy personally, they’ll realise it’s a boundary you have set for all occasions.  

Be brave in saying no, stay focused on your goals and priorities and let people know that you are committed to those goals and that it is for the overall benefit of the organisation.

People will respect your clarity and drive. And you will see the difference in your leadership and your performance. So why not give it a go and chart the difference!

CEO-Board Relationships

I have yet to meet a CEO who at some point in time hasn’t been frustrated by their Board – it goes with the territory. That said, it should be an exception and not become the norm. As a CEO you need to understand that your Board can be your greatest ally and to ensure that it is, you need to invest your time in it.

What I find interesting is that of all the groups that CEOs must deal with, the relationship with their Board of directors should be among the easiest to manage and be the most valuable to them and yet the reality is often far from that.

To make the CEO/Board relationship a success, there must be mutual respect. CEOs need to commit to leading in the relationship, it is up to the Chief Executive to take the first step and to show respect for those who have joined the organisation wanting to contribute. The members want to add value so how you use their expertise is crucial.

1. The Relationship with the Chair is the key

Number one priority is establishing a good working relationship with the Chair.   You don’t need to like each other and certainly not to agree on everything; however it is vital that there is a clear understanding of the respective roles.

The boundary between Chair and CEO can become blurred at times so it is essential that this is managed through regular contact, ongoing dialogue to negotiate the different responsibilities and a policy of ‘no surprises’.

2. Boards Must Be Led

CEOs deserve the boards they develop – a failure to lead at any level, especially at board level, will have significant consequences. Smart CEOs develop a framework from which to effectively lead the board.

The board is required to hold the CEO accountable to a set of standards and behaviours, and the CEO must be prepared to require the same of their board. Communicate clearly to members what is needed and then set the expectations that they need to do more than just show up for the meetings. Presenteeism is the death knell of effective governance.

3. Be Proactive

The number one rule of board management is that the business of the board does not happen only at the board meeting. As the CEO, your role in board management is that of executive, and influencer.

Having established relationships with Board members you need to be in contact with them outside of Board meetings. When you are aware which issues are of most importance for members you keep them updated and informed. Let them know your thinking and seek their input and advice.

Having a pre-meeting process is essential – issuing a draft of the agenda or papers out to the lead director or committee chairs well in advance of the meeting creates opportunities for feedback. Using a range of proactive steps allows you to seek alignment on key issues and positions. Never hold a board meeting when you are unsure where your board stands on key issues.

An unprepared CEO is a CEO who will not last the test of time.

4. The Agenda

Encouraging the board to have a balance between looking forward and looking back can be managed through the agenda and structure of the meeting. There are required reports, however the agenda must not be laden with items that keep boards members looking back or get overcrowded with detail. The key is to ensure the board exercise the strategic as much as the scrutiny functions.

Remember that directors will want to demonstrate their presence and reassure themselves that they are adding value. If they are not offered the opportunity to do this it can often present as the ‘memory test’, a series of questions on the detail of a particular issue. This has little strategic value, drains energy from meetings and causes frustration all around.

Structure the agenda to allow for greater depth on specific topics, so the board is engaged and members know they are making a useful contribution.

5. Be Firm

Smart CEOs respect their board and value the role the members hold, but will not allow themselves to be overrun by the board.

The board’s main role is governance, not management, and it may be necessary to remind, and guide the Board to good practice in this regard.   Don’t go to the wall over less significant concerns. Be willing to compromise where prudent, but stand your ground and successfully make your case on business critical issues.

CEOs who make a habit of too easily acquiescing have in essence surrendered to the board. They will have lost the respect of the board and may render themselves ineffective as CEO.

A CEO who commits to leadership, takes care to build a great board and develop the relationship to strengthen the organisation. A well managed board is the basis of a highly performing organisation.



The Challenge of a CEO – Commit to Lead

In these fast changing and uncertain times, in order to lead their organisation effectively, CEOs need to be bold and focussed. One of the greatest challenges facing CEOs in any organisation is standing back from the fray and resisting the temptation to get involved in what I call “engine room” activities. This can be an issue for founder CEOs or those who have previously held a senior position within their organisation. Whilst it may have a sense of logic in response to a crisis, it sends the wrong message. It sets a tone of reactive not proactive behaviours, of an organisation that focuses on the day to day, rather than making an impact and making its mark. You need to commit to lead – and your focus needs to be on building a thriving organisation with a clear purpose.

CEOs need to set the example to the rest of their organisation. This post is one that needs to focus on the important and not the urgent, so that means planning ahead, focusing on the strategic direction of the organisation. It means valuing your time and valuing what you invest it in. And whilst others in the organisation may have more immediate operational concerns, it is your role to ensure that the rest of the organisation stays focussed on making an impact. In smaller organisations, CEOs can be tempted to “get in the engine room”.

However, in order to change their focus, CEOs must be willing to do a number of things differently and to do them regularly and consistently – in times of crisis and pressure they become more important rather than less so.

Firstly, CEOs must carve out thinking time in their work schedule – this is the time to reflect, to ask questions, to set direction, and to check actions against direction. This doesn’t have to be huge chunks of time but it’s essential to take regular time out – at least a half day quarterly to focus on strategy and goals. A weekly check-in ensures staying on track. Asking, and answering these key questions when looking at their schedule, help CEOs focus on where they are spending valuable time:

  • Do the events and meetings lined up for me bring this organisation closer or further away from where we want to be?
  • Am I the only person who can take these actions?
  • What am I not doing that could make more of an impact?

These questions ensure that CEOs are not falling into the trap of doing the things they do well and can be seen to do, that comfort trap of doing what’s immediate.  The CEO needs to do the important roles that only the CEO can do.

CEOs also need to have at least 20 minutes every day where they shut the door (literally and also close down phones and email) and ensure that time is being spent on true priorities and where their efforts will have most impact.

Secondly, CEOs need to assess if they are getting the right balance between time spent inside the organisation and outside. The reality is that most CEOs need to do more outside but the key thing here is to do it differently.

This is not about going to more meetings – it’s about who the connections are with, if they are the right ones, and at the right level to grow the influence of the organisation.

Mapping out the CEO connections and also those of the management team and Board is a useful way to gauge where the connections lie and what value they are to the organisation.

It may be that there are some dormant connections which need to be re-engaged or that Board members know people of influence who need to know more about the organisation.

Taking the following steps will help to get the balance right:

  • Map out who is talking to who and why – we get too used to talking to the same people and having the same conversations. Check the value of where you are spending your internal time.
  • Identify who would be helpful for you to connect with – make it your work to begin developing those relationships.
  • Committees and working parties – are the ones you’re involved in include the decision makers? Are you the most senior person in the room? If you are there’s no value for you – you need to make impact with those who have more influence.

Finally, CEOs who commit to lead recognise that they cannot achieve success on their own. As the most successful people have external support, shifting your leadership emphasis as a CEO often benefits from external support.

A recent study highlighted by Harvard Business Review highlighted that up to 60% of CEOs feel isolated, irrespective of the quality of their relationships with their Board. The reality is at times there are issues that you do not wish to raise with the Chair/Board in the first instance, and it may be that you require a fresh perspective in order to provide better leadership for the organisation.

So focus, value your time, get an external support and commit to lead.


Scandals hit Irish charity sector hard

It has been a shameful month for the voluntary sector in Ireland.  The unedifying spectacle of the CEO of Remedial Clinic with a salary way in excess of Taoiseach, Enda Kenny, has been followed closely by refusal of REHAB to publicise salary and lottery costs. With opaqueness reminiscent of the Soviet Union, it paints a picture of cronyism and amateurism around the boardroom table.

These two instances are extreme examples of Boards that have failed to do their job.


The lack of transparency evidences an unhealthy and collusive relationship between the Board and the CEO. It would seem that this absence of distance has brought about a ‘groupthink’ culture in which Board members have forgotten their core objectives – to assess risk to the organisation; and scrutinise the effectiveness of decision-making.

But it is not just CRC and REHAB that have been found wanting in this regard. A number of other high profile charities have been recently exposed as having avaricious CEOs who seemingly find it unable to lead an organisation for less than 200,000 euro! These particular organisations have high profile players on their boards and they have turned them into ‘supporters clubs’ weak on governance and strong on self congratulation.

This has serious implications for future donation streams. The CRC scandal poses huge dangers for the charity and not for profit sector in Ireland. It shakes public confidence on where hard earned donations go -at a time when funding has been reduced by almost 20% the sector needs donations more than ever.

 So what needs to be done? First the Charity Regulator needs to be put in place and supported with resources to ensure high quality leadership and governance in the not for profit/charity sector.

Secondly the HSE, a major funder of not for profits/charities, needs to establish more rigorous scrutiny of the quality and competence of Boards of governance.   The HSE needs to take a more interventionist approach in supporting the sector as a strategic partner in the delivery of health and social care services.

Thirdly the Government need to review how they support the not for profit sector. There are thousands of voluntary board members responsible for running complex organisations in a regulated environment. The lack of investment to support, train and develop Board members is a significant part of the problem. The administration of public money and donations from the public requires high levels of transparency. This needs strong and effective Boards that are able to take decisions and be accountable for the money they receive.  More importantly, it is essential that umbrella based support groups for the sector such as The Wheel is supported to help charities become more effective.  

Fourthly, the sector needs to find its voice and challenge those organisations that play fast and loose with the values of the sector, and whose behaviours put the financial viability of all charities at risk.

There are many great charities, led by great people doing wonderful things, often for little or no personal return.  CRC and REHAB have given the public a glimpse into behaviours of non accountability and self congratulation that are atypical of the rest of the sector.


As someone who acts as an advisor and mentor to CEO and Boards across the public and charitable sector, I believe that prompt Government action on regulation and enhanced support for leadership and governance is vital.  If not Ireland could lose a valuable part of what makes it special.


The need for curiosity in NHS Boardrooms

As the year ends, the wider consequences of the Mid Staffs scandal are continuing to reverberate throughout the NHS in the UK. For beyond the extreme example of that appalling neglect, there lurks an even bigger scandal that has  affected both the English and now the Scottish NHS. That scandal is one  termed euphemistically  by the NHS as “premature deaths”. Earlier this year the NHS quality agency highlighted 14 NHS English Trusts in which mortality rates are much higher than in similar areas and that these premature deaths are primarily caused by health care failings and not by other factors. It is clear that these Trust Board members have been posted “missing”

A recent report by Health Improvement Scotland has identified a similar  concern about premature dates rates in Lanarkshire. Taken together, these reports from external NHS regulators from both north and south of the Border share three common strands. These are

  • lack of adequate clinical and nursing staff levels
  • wide variation in patient experiences between hospitals in the Trust/Board area
  • higher levels of mortality and premature death

It is thanks to these external bodies holding the NHS to account that these recent failings have come to light, though  the question has to be asked about what has been going on around the Board table in these Trusts and Boards?  Why has it taken an external audit  to identify significant problems in core responsibilities ? Whilst Non Executive Directors are not directly responsible for poor clinical standards,  they are appointed to bring lay expertise and to set the tone, standards and test the risk and planning  assumptions  of the Executive Directors and senior management.  Surely the first question Non Executives should be asking is how are we tackling health inequalities, and how does our Trust/Board compare with others in reducing death rates?   Yet clearly these  key questions have not been asked and Non Executives have not been forceful or curious enough to ask the bold questions. It is this absence of curiosity that disturbs me, for it is this ingredient that is critical to testing risk, doing the right thing, rather than doing things right!

For despite the plethora of reports and actions that have emanated from the scandals – not one has focused on the strategic governance issues and the culture around the Board table.  I believe that needs to be remedied in 2014