Absenteeism at Nonprofit Board Meetings On the Rise? Technology Can Help
By: Eugene Fram
Dear Fellow Board Members: as you know, we have had to cancel recent board meetings due to a lack of quorum. It is imperative that we take certain annual administrative actions that require a duly called meeting and quorum of our board. To date we have been unable to do so due to our lack of attendance….
Twenty-four directors recently received this note from the organization’s volunteer president at the end of June. His sense of frustration was obvious. Lack of a quorum had precluded action on a number of important issues. And although no meetings are scheduled during the summer months, the president felt impelled to call one to take care of unresolved business.
From my experiences with a variety of nonprofits, this single case is indicative of continuing problems. What are the expectations of board attendance at these meetings? And why should it matter when directors have poor attendance records? Finally, what can be done to get a majority of the directors to the boardroom for what is usually no more than nine two-hour sessions a year? How can technology best assist?
Attendance Expectations: For decades, board requirements have been defined through their bylaws and emphasized in orientation sessions. Many boards have bylaw provisions that require automatic removal when a director fails to attend a certain number of meetings. Despite the need for consensus building, others have a quorum requirement of only two or three directors. The simple truth is that people of good will make commitments they don’t keep for a variety of reasons: job pressure, family obligations and the notion that meeting topics are repetitive and insignificant. This means that, although, the director is dedicated to the mission of the organization, the time expenditure is best placed elsewhere.
Focus on Why “Being There” Is Important: Board members should be made aware of the extent to which low board turnout can impose constraints on its ability to achieve the organization’s mission. It hobbles the governance process, demoralizes the leadership and represents an abdication of director oversight and fiduciary responsibilities. In my experience, attempts at enforcing rules rarely lead to positive outcomes. For example, one nonprofit had a director who stopped coming to meetings, although she was devoted to the mission and gave a substantial financial donation. When the board chair expressed concern over her many absences, she apologized but made no additional appearances. Later, when diplomatically asked to resign, she flatly refused. The bylaws automatic removal provision was not invoked at this point: nobody wanted to further generate conflict.
Improving and Upgrading Meetings: A number of steps can be taken:
• More aggressive meeting reminders by another board member, or CEO using the phone, internet or text message, or a Wiki to indicate the critical issues awaiting action.
• A lead director could be appointed, whose responsibilities would include motivating directors to attend meetings. (For a description of a lead director see: (http://bit.ly/13Dsd3v)
• Be certain the board chair knows how to invite debate but then knows when to close discussions and keep the meetings on time.
• Pair new board member with a “buddy” for the first six months.
• Have an agenda of critical decisions that need to be made in upcoming meetings.
• Include inspiring/educational guest speakers at the beginning of occasional meetings.
• Be certain to “market” important issues well ahead of their discussions.
• Arguably, cancel occasional meetings or use conference calling when the agenda is clearly perfunctory.
• Determine what can be done to mitigate the summer meeting breaks that have become so common. Organizations pursue their missions 12 months a year. Is it time, with the use of modern technology, for their boards to come in line?
Although technology now enables people in different geographic areas to gather for meetings electronically, from what I have observed, they often constrain human interaction and spontaneity but are good for simple information sharing. Further technological advancements may eliminate some of these constraints. For example, some costly advanced systems now allow observation of the body language of others who are at a distance. However, nonprofits can currently reduce some of their attendance problems if they intelligently use speakerphones, texting, e-mail, Skype and outside firms to keep board records electronically with private Wikis. But the old-fashioned sit-down board meeting is needed where thoughtful/civil discussion and critical thinking are valued in decision-making. Use technology for board meetings as appropriate, but remember that direct human interchange still has an important place in the nonprofit board meeting world. For many, only 18 hours a year is required for board meeting time!
NB: Some board chairs and CEOs may want to share this blog post with their boards, whether or not they have concerns, as a reminder of the importance of board meeting attendance.