ASO Emerging Thinking About Board Governance Pat Bradshaw, Schulich School of Business.

ASO

Emerging Thinking About Board Governance

Emerging Thinking About Board Governance

Pat Bradshaw, Schulich School of Business

AgendaAgenda

9:00 to 9:30 Arrivals, coffee and networking

9:30 to 9:45 Welcome, Agenda, Objectives and Ground Rules

9:45 to 10:30 Check-ins and Sharing of Current Leadership Hot Topics

10:30 to 11:00 Presentation by Pat Bradshaw on Governance

11:00 to 11:30 Small Group Discussions

11:30 to 11:45 Sharing of Key Insights

11:45 to 12:00 Wrap-up and Check-outs

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ObjectivesObjectives

1. Networking, support and fun!

2. Overview of board models and emerging thinking about governance

3. Reflections about implications of the models for your board and for the sector

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Responsibilities of the BoardResponsibilities of the Board• Mission Protection

• Strategic Planning and Stewardship

• Resource Development and Fund Raising

• Human Resources and Hiring and Evaluation of the ED/CEO

• Community Relations, Environmental Scanning and Outreach

• Accountability/ Fiduciary Responsibilities

• Self Assessment and Board Evaluation

• Ambassadorial and Legitimating

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What is “Governance”?What is “Governance”?

• Governance is one of the most frequently used and least understood terms in use today

• We act on the assumption that it is important but are we confusing leadership, management and governance?

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Chait, Ryan and TaylorChait, Ryan and Taylor• Governance as Leadership - Three Modes

Type 1

Fiduciary

Type 2 Generative

Type 3

Strategic

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Bradshaw’s DefinitionsBradshaw’s Definitions

• Governance and Leadership are defined as follows and they are different “functions” that must be performed somewhere in the organization

– Leadership - Creating the compelling vision or story for the organization

– Management - Implementing the Vision

– Governance - “Loyal Opposition” and challenging the vision

• http://www.camagazine.com/index.cfm?ci_id=6608&la_id=1

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What Researchers KnowWhat Researchers Know

• Correlation between board and organizational effectiveness

• The governance function is important• Nonprofits go through predictable life cycles and

stages of governance• There is a power dynamics between board and staff• There is no normative best model• Search for new models and metaphors• Power of a contingency framework

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Wood’s Life Cycle ModelWood’s Life Cycle Model

• Founding Period

• Super-Managing Phase

• Corporate Phase

• Ratifying Phase

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Carver ModelCarver Model

• Role of the board is trustee not volunteer-helper or watchdog-controller

• Focus on the vision and not become short-term, reactive and swamped in details

• Set guidelines or policies and clearly differentiate roles of board and staff

• Set the ends and the means

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Typology of Power RelationsTypology of Power Relations

• Rubber Stamp/CEO Dominated

• Fractionalized

• Chair Dominated

• Disorganized

• Alternative/ Power Sharing

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A Contingency PerspectiveA Contingency Perspective

• Choice of an Ideal Governance Model depends on:– Environment– Decision Maker’s World View– Structure/ Power Relations– Strategy– Technology– Organizational Culture

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Stable Turbulent

Simple

Complex

Policy Governance

Configuration

Entrepreneurial Governance

Configuration

Constituency or Federated

Governance Configuration

Emergent Cellular

Governance Configuration

Typology of Governance Configurations

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Policy Governance Configuration of Board Characteristics and ProcessesPolicy Governance Configuration of Board Characteristics and Processes

• more formalization (e.g. clear agendas, policies well established)

• more formal committees (e.g. fixed structures with clear mandates)

• clarity of roles and responsibilities between board and staff• larger size• more homogeneity of board members• more bureaucratic and hierarchical• traditional/ mainstream ideology (e.g. taken for granted

assumptions about legitimacy of existing power relationships and little focused on change)

• proactive and long term strategic planning processes, board tends to approve rather than participate in creation of the plan, defender strategy

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Entrepreneurial Board ConfigurationEntrepreneurial Board Configuration

• less formalization (e.g. fewer policies and less bureaucracy)

• less bureaucratic and more action oriented and “business like”

• fewer committees• smaller size• less clarity of roles and responsibilities (e.g. overlap

of board and staff roles)• more focus on efficiency and getting the work done• more centralized• more emergent strategic planning processes with

board and staff participation, more prospector approach to strategy

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Constituency ConfigurationConstituency Configuration

• more formalization (e.g. clear agendas, policies well established)

• more formal committees (e.g. fixed structures with clear mandates)

• clarity of roles and responsibilities between board and staff• more diverse membership (e.g. elected representatives from

membership, constituency representation etc.)• larger size• more conflict about the mission and the need to represent

various constituents • more decentralization • proactive strategic planning processes

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Emergent Cellular ConfigurationEmergent Cellular Configuration• less formalization e.g. informal board practices• fewer fixed committees and more fluid with task

forces and temporary committees• more diverse membership (attempt to be inclusive

of multiple stakeholders and constituents)• more alternative or non-mainstream ideologies (e.g.

feminist, anti-oppression and social justice)• smaller board size• more decentralized and less hierarchical• emergent strategic planning processes and board

staff and sometimes community impact into the process

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Contingency Model/ “It All Depends”Contingency Model/ “It All Depends”

• Environment• stable----------------------• Power Relations• centralized---------------• Values/Ideology• traditional-----------------• Strategy• proactive------------------• Structure• Hierarchical--------------

• ------------turbulent

• ------------decentralized

• ------------alternative

• ------------emergent

• ------------heterarchy

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David Renz Reframing GovernanceDavid Renz Reframing Governance

• Seeing emergence of new governance models at new levels

• Systems perspective• Focus on Community

Needs• Interorganizational

alliances and networks of relationships

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Results of a National Survey of Diversity on Canadian Nonprofit

Boards

Results of a National Survey of Diversity on Canadian Nonprofit

Boards

Patricia Bradshaw &

Christopher Fredette

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Context of the StudyContext of the Study• According to the 2001 census, 28% of the total population was born outside

of Canada, which is the highest level in 70 years (Badets, 2003).

• An aging population, declining birth rates and global competition for talent pose a threat to organizations looking to attract top talent to lead them to future success (Parris, Cowan & Huggett, 2006).

• The Conference Board of Canada predicts that members of visible minorities will comprise approximately 20 percent of the population and approximately 18 percent of the workforce by 2016 (Antunes et. al, 2006).

• Literature is largely normative and speculative with many creative suggestions for enhancing diversity and empirical work is largely fragmented and contested.

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SampleSample

• National Survey of Canadian nonprofit organizations

• Membership of Imagine Canada with 30% response rate (n = 236)

• Respondent was ED/CEO or Board Chair• Large organizations (mean budget $981,426)• Average age 42 years• Median number of full time staff of 11 • Mostly located in Ontario• 26% in health and 25% in social welfare

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Women hold almost 44% of seats on boards

Composition of the Boards

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Executive Director Ethnic Origin/Visible Minority Status

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Functional inclusion - goal-driven and purposeful strategies for increased inclusion of individuals identified as from diverse or traditionally marginalized communities.

Social inclusion – participation in the interpersonal dynamics and cultural fabric of the board based on meaningful relational connections and authentic engagement as whole-members of the board, avoiding marginalization and alienation.

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Inclusion

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Board Policies Addressing Inclusion

Creating board policies related to recruitment and retention based on differences such as race, ethnicity, physical ability, sexual orientation and/or gender for example

Printed board policies related to discrimination and anti-oppression

Practices to Enhance Inclusion

Including diversity considerations during board self-assessments

Incorporating issues of diversity in the board's work plans and in its strategic plans

Attempting to reflect the demographic characteristics of clients, community, or members in the board compositionMaking the Business Case for Diversity and communicating it to build support for diversity

Recruitment Practices to Attract Diversity

Advertising for board members in ethno-specific publications

Partnering with ethno-cultural organizations to make them aware of available positions and to help identify qualified candidates

Building links to services that search for or match you with qualified board members

Board Structure Creating a Diversity Committee tasked with making the board more inclusiveUsing Board Committees as a training context for members of diverse communities so they are well prepared to join the board

Approaches to Functional Inclusion

Social InclusionSocial Inclusion• mentorship and coaching, orientation practices and other group

building processes such as retreats and workshops

• holding meetings at times and in locations where everyone could attend (e.g. in locations with elevators in order to be accessible to those with physical disabilities, with signing for the deaf, or on days that accommodate religious holidays)

• food served accommodated dietary restrictions and cultural preferences of different members.

• sensitivity to use of humour and ensuring that conversations about sports teams and summer cottages not marginalizing or silencing people or exhibiting unconscious privilege

• strong and welcoming organizational culture was depicted as another way of increasing feelings of inclusion

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Nested Governance: Preliminary ThoughtsNested Governance: Preliminary Thoughts

Pat Bradshaw

Schulich School of Business,

York University, Toronto

Latest Academic Thinking about GovernanceLatest Academic Thinking about Governance

• “Boards are Dead….Long Live Governance”

• Governance is a set of Functions that can be separated from the structure of the autonomous and independent board

• Latest research is on complex governance structures, such as federations and other nested configurations, but we are in early stages of that research

June 2011MS Society Board Discussion

Nested GovernanceNested Governance



Challenges - System Blindness Challenges - System Blindness

– spatial blindness--where we see the part but not the whole

– temporal blindness--where we see the present but not the past

– relational blindness--where we miss the reoccurring patterns of relationship between groups

– process blindness--where we miss the common patterns of social behavior occurring within a group.

» From Barry Oshry

Complex Governance StructuresComplex Governance Structures

• Central organization with semi-autonomous local organizations that affiliate together

• History is important (formed by collaboration of autonomous local organizations or through the differentiation of a single, central organization)

• Combine the potential for flexibility and overall effectiveness – with tensions!“To the extent that organizations have decentralized and relatively autonomous decision centers, they can adapt to environmental changes quickly, in accordance with local needs and pressures. On the other hand with centralized organizations, once they do recognize environmental pressures require changes, the rate of change may be much faster.”



Existing Thinking – No Normative Ideal Model!Existing Thinking – No Normative Ideal Model!• Denis Young and Associates

– Nested governance structures are complex, tension filled and challenging

– They fall into more than one structural configuration and there is a role for Strategic Choices regarding which form is selected given the external environment

– Contingency variables that are related to effectiveness include:

• Leadership• Organizational Identity• Structure• Strategy• History• Mission/Objectives

Mapping Types of Multi – Organizations (Cornforth, 2010)

Mapping Types of Multi – Organizations (Cornforth, 2010)


Central Control

Local Control

StandardizedNon-Standardized

Federation

Confederation

Unitary CorporationCorporation with Subsidiaries

“Franchise”Trade AssociationUmbrella BodyNetworks/Alliances

David Brown – Architecture David Brown – Architecture

Federations Confederations


Assessing StructuresAssessing Structures

• Flexibility and responsiveness to local needs

• Democratic decision making, inclusive and able to accommodate conflict amongst constituents

• Balanced participation from different regions• Overall Impact (Networking, Convening,

Information Sharing, Advocacy, Brokering, Service Provision)


Across Level Processes to ConsiderAcross Level Processes to Consider• Clarification of the Mission (often embedded

duality with conflict or an integrating metaphor)• Processes to Share Governance via Clarifying

Roles & Responsibilities• Accountability• Brand Safeguarding• Mechanisms for Association and for Disassociation • Conflict Resolution• Communication processes (Board to Board and

Board to Staff and Staff to Staff)• Resource Sharing


Emerging Governance Research Facilitating – Directing - DisengagingEmerging Governance Research Facilitating – Directing - Disengaging

• Staffing Considerations – staff who can transitions and translate the mission

• Orchestrating Communications – use of technology, meetings, and groups/boards

• Standard setting – unifying rules and procedures

• Unifying Rhetoric – common vision and limits to local discourses


Nested Governance – Paradoxical?Nested Governance – Paradoxical?


ASO Emerging Thinking About Board Governance Pat Bradshaw, Schulich School of Business.

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