(The following post applies as much to for-profit Boards as nonprofit Boards — many for-profit Boards, especially in family-owned corporations, operate as working Boards.)
A “working Board” is a personality of a governing Board. There is no clear delineation as to what’s a definitely a working Board or not. However, it’s commonly viewed as a Board where members are doing a lot of staff-related (or employee-related) activities. New organizations often have a working Board.
I sometimes get calls from consultants wanting advice about certain situations when they’re working with Boards. It’s not uncommon that they’ll comment that a Board is a working Board and therefore needs to mature to a “policy Board” where members attend exclusively to strategic priorities and decisions. I often disagree with that assumption.
It’s fine to have a working Board — as long as Board members are also attending to more strategic decisions. So it’s OK that they might be fixing the fax machine one day. However, later on, they should also be discussing the purpose of the organization and its most important priorities.
The personality of a Board depends more on what the organization wants to accomplish than on any natural order that the Board must evolve to a policy Board. The more the organization wants to accomplish in its markets or its communities, the higher the likelihood that more resources will be needed (including more paid staff) to do that, and the higher the likelihood that the Board will need more attention to governing the increasing range and complexity of resources. Thus, the more the organization wants to accomplish, the higher the likelihood that a Board will evolve from a working Board to a policy Board.
Some very smart people have decided that they’d rather their organization was “a rifle than a shotgun” — that it do a few things very well, rather than a lot of things not so well. Those people will have carefully scoped what they want their organization to accomplish using a limited amount of resources. So those very smart people might have a working Board — a Board that does not need to “mature” into a policy Board.
What do you think?
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Carter McNamara, MBA, PhD – Authenticity Consulting, LLC – 800-971-2250
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Carter McNamara of Authenticity Consulting, LLC, provides organization development and consultant training services, and is developer of the Free Management Library.
Julie Garland-McLellan uses her experience and depth of knowledge in corporate governance to show boards with limited resources how to be more effective through practical governance innovation and know-how.
Nick Lindsay of Elemental CoSec, provides corporate governance, legal and company secretarial advice to a wide range of companies in the UK.