One sign of bad governance is the involvement of the board in the operations of the business. Does your board:
- Approve the choice of vendors, office equipment, software, or office furniture
- Participate in staff hiring and defining job descriptions (besides the chief executive’s)
- Get involved in approving individual staff salaries? If yes, they are going overboard.
- Check receipts and invoices, and participate in the procurement processes
- Contact staff members directly for information — without explicitly being invited by the chief executive. Such is a bad thing. It not only undermines the chief executive, but it is also plainly kick-ass terrible governance.
- Have a key to the office to be able to come and go at will (unless because of small staff board members are involved in helping out), in exceptional instances where there is a leadership vacuum for example in case of the sudden resignation of the chief executive or a senior director
- Create committees that duplicate staff work
- Send a board representative to staff meetings
- Publicly second-guess the chief executive’s decisions
The above are some of the nine sins of the board.
You don’t want a board that is always putting in their hands in the management of the business.
For that reason, board composition is critical. The quality of the people you appoint on the board must have experience and skills to perform their roles at a strategic level to provide oversight and going concern. You do not want board members who are less exposed, financially needy and too free. They will look at their board appointment as a “job” instead of looking at it as “advisory.”
If any member wants to get involved in the day to day operations, they would better resign their seat on the board and apply for a job as part of the executive.
Copyright Mustapha B Mugisa, 2020. All rights reserved.
