By Dave Sternberg, CFRM
Recently I attended a client board meeting where a sweeping set of changes were being voted on by the board. And you would be correct to assume the changes were made by the governance committee and vetted by outside experts (myself included).
So far, the meeting was seemingly mundane. It soon ended up as anything but.
For the previous several years, this board of twelve had a contingent of four … curmudgeons, let’s call them. The gang of four.
You know the kind. They know everything, see any change as a chance to minimize their influence and are absolute experts at passive aggressive discussion and misdirection.
Despite the long vetting of these bylaw changes and despite the hard work of the governance committee, the gang of four was chopping away at the patience of the board – you know, those board members who were capable and willing to put the board and organization before themselves.
It’s not like I have never seen this. I have. In fact, I kind of relish the opportunity to teach what good governance looks like in the hopes of bending some thinking and improving a client’s practices.
But this was different.
When I attended the meeting, the remaining majority of eight board members wanted me to be the resolver, asking me to confront the gang of four.
Me. A non-board member. A person with zero authority for this organization.
Where is the leadership? Where was the desire to stand up and do what’s right?
In cases like these, and in so many organizations, there are good intentions – but no leadership. Sure, the majority of the board in this case was sincere and well meaning, but they just didn’t want to lead. They wanted some, anyone else (read: me) to do the heavy lifting when it came down to actually fixing an issue and holding others accountable in the best interest of the organization.
If you’re a board member reading this now, you might know (or even be) someone who falls into either of those categories – the majority waiting for someone to step up and take the reins, or the gang of four, picking apart minute details just because you can.
If you find yourself in one of those categories, let me first say this: serving on a board is not about doing what you want. It’s about guiding the organization to do what’s best for the organization and those it serves.
So board members, hear me: Be a leader. Make the decision in the best interest of the organization’s purpose and mission. Concern yourself less with how fellow board members may feel about you, and concern yourself more with how those you serve will if you don’t lead.
By the way, the bylaw changes all passed without much, if any, discussion. It took all of three minutes. (I don’t want to brag – I can be intimidating. But my colleague and fellow BoardSource veteran Susan Decker was with me, and it may have been her!)