Whether newly created board standing committees find their sea legs early in their existence and are soon firmly established depends heavily on two factors: the board chair’s appointment of the right board members to chair the new committees; and the CEO’s designation of an executive team member to serve as Chief Staff Liaison to each committee.
Once the new committees have effectively functioned for a year, the appointment of committee chairs is a more routine matter, but choosing the right first chairs for the new committees will be critical to their success as your board’s “governing engines.” Experience has taught that the most effective chairs of new standing committees:
• Bring stature to the job: having been high-performing, influential board members who command the respect of their peers.
• Relate to, and are passionately committed to, the committee’s role and responsibilities.
• Bring pertinent knowledge and experience to the committee.
• Are able and willing to commit the time to chairing the committee.
• Bring strong facilitative skills to the job.
A serious mismatch between a chair and her new committee can exact a high cost in terms of the committee getting off on the wrong foot and losing credibility among its members. I vividly recall such a case, when the chair of the newly created planning and development committee – a bright, highly successful corporate defense attorney – brought minimal interest in process design and management to his new chairmanship. Since the planning function involves a tremendous amount of process design and management, this lack of interest seriously set back the committee’s development and damaged its credibility.
Just as important as your board chair’s appointment of the right new standing committee chairs is the CEO’s appointment of an executive team member to serve as “Chief Staff Liaison” to each of the committees. Responsible to the CEO, board chair (and chair of the governance or board operations committee), and the committee chair, the Chief Staff Liaison is essentially accountable for ensuring that her committee is well-staffed and that her committee chair is strongly supported and is successful in leading committee deliberations. The Chief Staff Liaison’s responsibilities include:
• Developing future committee agendas
• Reviewing future committee agendas with the executive team and his or her standing committee chair
• Ensuring that his or her committee chair is well-prepared to lead committee deliberations
• Preparing for a regularly scheduled session of the executive team sitting as the “Governance Coordinating Committee” dedicated to supporting the Board and its standing committees. The Chief Staff Liaison is responsible for leading discussion of upcoming committee agendas at these meetings and for facilitating agreement on executive team responsibilities for preparing material for upcoming standing committee meetings.
• Overseeing the preparation of written material and oral briefings for committee meetings, in this capacity exercising rigorous quality control and making sure that written materials are transmitted well in advance of committee meetings (Note: This does NOT mean preparing all of the material, but it does mean making sure that material of high quality is transmitted to the committee).
• Following up on standing committee meetings by preparing the standing committee report to the full board, including for-information and action items (Note: This responsibility cannot be delegated to administrative support staff.).
By the way, because Chief Staff Liaisons work so closely with committee chairs and members, board members have an opportunity to observe them close-up. In practice , this intensive collaboration not only strengthens the board-executive team bond, it also allows board members to identify Liaisons with the potential to become CEOs some day and to play a role in developing their executive leadership skills.
This article is adapted from Chapter Seven, “Ensuring Your Governing Engines Perform Well,” of Doug Eadie and David Stackrow’s new book, Building a Solid Board-CEO Partnership (Governance Edge Publishing, 2010: www.governanceedge.com).