The last two articles posted at this blog have taken a look at the transit CEO’s “Chief Board Developer” role, which Dave Stackrow, APTA Vice Chair, and I will be examining in detail in the book we are co-authoring, Becoming Your Board’s Chief Governing Partner: a Practical Guidebook for Transit CEOs and CEO-Aspirants. Dave and I are keenly aware that there are some formidable – but by no means insurmountable – barriers you’re likely to encounter in helping your board build its governing capacity. We’ll be paying special attention to three of the more important roadblocks in our book, which, by the way, will come out in winter 2018.
First and perhaps foremost, it is extremely difficult for CEOs to get their hands around the governing function because it has not yet developed into a full-fledged field like financial planning and management. Not only is there is no universally accepted set of governing principles and best practices, the non-field we call governing is filled with what Dave and I call “fallacious little golden rules” that are insidious foes of board effectiveness and of the board-CEO working relationship.
To take a practical example, you’ll still hear self-styled governance gurus say that a fire wall must separate the board’s role – often described as “policy making” – from executive management, and that the twain shouldn’t ever meet. Really board-savvy transit CEOs well know that this is nonsense since absolutely all serious governing decisions and judgements require active board-CEO-executive team collaboration and intensive interaction. Another fallacious golden rule that is insidious because it sounds so plausible is that the preeminent role of the CEO and executive team is to provide the board with the information it needs to make well-informed decisions. Board-savvy CEOs know that information is an important factor in decision-making, but no more important than facilitating a well-designed decision-making process that actively engages board members. Making information king has helped to turn many board members into passive-reactive partners who feel little ownership of their decisions and who make for unreliable partners for the CEO.
Dave and I talk about two other factors that make building your board’s governing capacity a real challenge in our book:
- The adversarial mind-set that many transit board members continue to bring to the boardroom – what Dave and I think of as the “watch the critters so they don’t steal the store” mentality. Of course, board members are appointed (and occasionally elected) to provide oversight and to monitor operational performance, but arriving at the boardroom with an adversarial we-they attitude works against the kind of intensive board-executive collaboration necessary for effective decision making.
- The centrifugal force that is an inevitable result of the process for filling board vacancies. All too often board members feel more beholden to the authority appointing them than to their colleagues on the board, making it extremely difficult to meld the board into a cohesive decision making team.
Dave and I will be looking at other barriers in Becoming Your Board’s Chief Governing Partner, but these three make up a pretty challenging trifecta.