An examination ordered while a board is doing well does different work from one ordered after a concern has appeared. A diagnostic run during a demanding stretch often has one job, which is to explain what already happened. A diagnostic run while performance is steady does something else. It maps how decisions move through the organization while there is still room to shape the design.
Two ways of reading a steady organization
The method reads a steady organization two ways at once. One reads bylaws, charters, committee structures, minutes, and measurable outcomes against the Baldrige Excellence Framework. The other treats how directors and staff experience decision making as evidence in its own right, gathered through an anonymous board survey and, in the fuller diagnostics, interviews. Divergence between what the documents prescribe and what people describe is itself a finding.
Three growth areas in organizations that perform well
Three growth areas surface in many assessments of organizations that are performing well.
Decision rights are often clearer on paper than in practice. People know who approves what in the categories they handle weekly, and make thoughtful estimates in the categories they handle twice a year.
An annual election is a clear case. A procedure may require nomination materials to go to the current board a set number of days before the annual meeting, while new board terms begin at the turn of the calendar year. Depending on when the meeting falls, the materials could reach directors whose terms are ending and miss the directors who cast the votes. Each board may inherit the rule and trust it, since it runs once a year and may not have produced a visible concern. A gap like that can sit unnoticed inside a rule everyone has good reason to trust, a small and findable detail.
Information often arrives in volume and a little late. Directors receive more than they can use, generously prepared, and much of it describes what happened instead of supporting what has to be decided next.
Enforcement of the organization’s own rules is still waiting for an owner. Terms, quorum, and conflict disclosure are specified somewhere. When they slip, the organization tends to absorb it, because no one yet holds the duty to raise it.
From inside, the three do not usually feel like gaps. Directors handle the weekly decisions with confidence, read what they can of the materials, and trust that the rules are being followed because nothing has suggested otherwise.
Why these areas form while things go well
What sits behind all three is often the natural movement structures make when no one examines them on a schedule. Structure is fixable in a way personality is not, and it is easier to change while the organization is calm.
What a board tends to gain from a reading like this is a picture of itself drawn from its own governing documents and from the anonymous accounts of its own directors, seen side by side while there is time to consider both.
While everything is calm
A steady organization reads as settled in its governing documents, and it usually is. Its directors describe the same organization with small uncertainties attached, the twice a year decision they estimate instead of know, the packet that arrives full and a little late, the election rule that routes nomination materials to directors whose terms are ending. None of those uncertainties has asked anything of the organization yet. That is precisely what makes the calm moment such a generous time to look at them.
In my experience a board under pressure reads a diagnostic for an explanation. A board doing well reads it for a picture of itself, drawn from its own documents and the anonymous accounts of its own directors, side by side, with time to consider both. The second reading is the one where the design is still open, and where whatever the board decides to keep, it keeps on purpose.
No two organizations are in the same position, so there is no single answer to hand you here. If something above matched what you are seeing on your own board or in your own department, the useful next step is a short conversation about your situation instead of a general answer.
Request a 15 minute conversation, call 402-230-7473, or write to info@ibconsultingusa.com.
Mel K Meier, DBA is the founder of iB Consulting USA, a woman owned, WOSB certified advisory firm. She serves boards, associations, and executive teams through board advisory, organizational diagnostics, portfolio company diagnostics for private equity sponsors, speaking engagements, and governance assessments. She helps boards, associations, leadership teams, and private equity sponsors see how an organization is governed and how it performs, leading to areas of opportunity to improve performance, clarity for decision making, and support for strategic planning.
