We invited governance expert Alli Marshall back to share her thoughts. Alli may be new to the CREB^® environment, but this is a Calgarian who has a proven track record supporting non-profits across Canada in effective and strategic governance teamwork, and in strategy, planning and governance for non-profits. 

Hello CREB^® Community. This is my final contribution in a three-part series on governance fundamentals. We “started with why” – connecting with the board’s biggest responsibility, to protect the organization’s long-term future. Then explored the “how” of board work, and the four constructive governing approaches.

Why governing approach language matters

Governance expert Chantel Cabaj’s “six Governing Approaches” framework provides essential language for board teamwork. I’ve used a modification of Chantel’s framework for several years with Canadian boards – because it’s transformative.

Boards that get specific about their governing approach stop wasting time on avoidable conflict. They clarify roles, improve working relationships and drive more effective governance performance.

In the last article, we covered four constructive governing approaches: operational (hands-on), strategic (nose in/hearts in and hands off), transitional, and hybrid. Each is a legitimate choice when appropriately matched to the organization’s needs and current context.

When clarity is missing: Shadow side governing approaches

Boards that don’t have a crystal-clear way to talk about their governing style end up operating with an inconsistent / ad hoc governing approach – bouncing between styles depending on the issue, the mood, and even who’s in the room. Unpredictability creates confusion, inefficiency, damages working relationships and creates gaps, as things easily fall through the cracks.

Three other “shadow side” governing approaches create problems for associations.

Disengaged governing approach: The board goes “hands off” and becomes an approver or box-checker. The board rubber-stamps decisions rather than engaging with them. Fiduciary responsibilities aren’t being fulfilled, creating potential liability.

Dysfunctional / Personal interest governing approach: One or two personalities dominate so that individual agendas override the organization’s best interests. This pattern can be deeply uncomfortable for volunteer directors and creates significant risks for organizations.

Unaligned governing approach: This happens when there’s a significant gap between intended governing approach and actual practice. This is very common with boards that intend “good governance” but behave operationally – acting as a duplicate management body rather than making higher-level contributions on strategy, risk, and impact.

Strategic governance is a powerful force multiplier, and it takes discipline

This is where strategic governing approaches can make a real difference. And it comes with a cost – as boards employing strategic governance must continuously tend to their own people, policy, practice and performance so that they can make the most material contributions to serve the association.

From the previous article’s comments, what about Carver/policy governance? Today’s strategic governing approaches share the “nose in, hands off” philosophy of John Carver’s model from the 1990s. However, Canadian boards have largely moved away from strict Carver/policy governance implementation. Carver’s model requires a significant learning investment from every Director that’s hard to maintain, and it’s less dynamic than what boards need to deliver – a balance of strategy, impact, risk, effective governance culture, policy leadership, and being an effective employer of the CEO/ED.

One more great question, on whether a board using a strategic governing approach should shift their approach when circumstances change? For a board practicing a mature strategic governing approach – changes should be only as triggered by policy (e.g., emergency response, lengthy CEO vacancy), or after deliberate board discussion of internal/external conditions. Any shift needs caution, care and very clear guardrails as role confusion during adverse conditions undermines trust and effectiveness.

Governance is a journey, not a destination

In closing, I want to celebrate the noble humanity of social impact boards. Board members come to the table with good intentions, operate in a spirit of selfless service, and aim to strengthen governance practices. The old campsite motto comes to mind, “leave the world a better place.” At their best that’s exactly what boards do – they respond to changing conditions with a view to leave the governance system and culture a little stronger than what they inherited.

And through all the complexity and uncertainty – boards show up in the perfectly-imperfect way that characterizes all human endeavours. That’s why the legal standard remains “reasonable,” not perfect.

Bring your general governance learnings, insights and questions to the comments

I look forward to learning from your comments, and I’ve committed to doing one final round of responses this week.

As part of that, I’d like to acknowledge pushback and questions raised in comments in the previous two articles. To clarify, these articles are a volunteer offer from me to share general governance principles and frameworks, not a judgement about CREB^®’s current state of governance.

Thank you in advance for participating and sharing your insights and questions about general governance principles with your comment contributions below.

– Alli

© Alli Marshall, Strix Development Inc. | www.strix.ca/newsletter