Effective governance is achieved by taking a long term view – this can be quite challenging in the face of uncertainty about the future. The temptation can be to make choices based on limited perspectives rather than on the larger picture that would emerge if you seek more information and evidence.
There are four important steps you can take to achieve good governance:
- Ask the right questions. Be curious, inquisitive and hungry for all pieces of the puzzle.
- Strive to find the answers to those questions. Shift through what you are seeing and hearing. Is a clearer picture emerging? Your picture should harmonise with (a) your participation in the governance (b) The purpose, vision and mission of the organisation
- Act when the time is right – in the knowledge that you are acting on the best and most comprehensive information available. Do everything possible to make wise decisions.
- Stay alert to the environment in which you are operating. Situational awareness is key in a changing environment. This includes paying attention to emotions. Listening out for the emotional climate can help a governing board and the executive team get to the core of what can strengthen or weaken the organisation. Emotions are a very revealing indicator of the condition of the organisation.
If you take the these 4 steps you give yourselves a great chance to succeed and sustain a high level of performance. Even if some decisions do not work out you can gain from the wisdom gleaned from failure. Clarify what you need, have a clear view of what success will look like and seek the relevant guidance that sheds light on your situation. With an appropriate assessment, an understanding of underlying principles and practical application, anything is possible.
As we start afresh in 2017, Tesse Akpeki puts forward 5 ideas to reframe leadership.
Consider the right leadership framework
(1) Develop a healthy positive relationship of mutual respect – which will lead to better communication, the ability to work through disagreements and a partnership where you and can support one another through difficult times.
(2) Be appreciative
(3) Be respectful
Individual knowledge flow sessions
(4) Begin by making a list of the people you must interact with in order to perform your work well. Similar to Group Knowledge Flow Sessions, in meeting with individuals, share your Vision for what relevant actions need to be taken in your interaction with them, who you see as responsible for each action, and when it needs to be completed; ask them to tell you “what’s right, what’s wrong and what’s missing” from your thinking; and consider their ideas and opinions to learn from them and show you value them.
(5)Address incivility and eliminate corrosive behaviour that make people feel devalued and worthless
New and more detailed guidance included in the draft charity code has an enhanced focus on delivering organisational purpose and direction. Totally new is a separate principle that demonstrates a governance perspective on diversity. The consultation runs until Friday 3 February 2017. Those with an interest in charity governance are being asked to feed back their views on the code.
Proposed new features include recommendations that:
- Boards will use the code as a tool for continuous improvement, rather than simply as an aide to meet minimum standards
- Boards promote a culture of prudence with resources but also understand that being overcautious and risk averse is itself a risk.
- Boards take account of wider voluntary sector in making sure that their charity operates responsibility and ethically
- Boards regularly review the external environment and assess whether the charity is still relevant. The code recommends trustees consider partnership working, merger or dissolution if others are seen to be fulfilling similar purposes more effectively.
The code also proposes standards in a number of areas, including:
- Increased expectation in relation to aspects of board composition, dynamics and behaviours with explicit good practice recommendations about board size, frequency of board performance reviews, and trustees’ terms of office.
- A new emphasis on the chair’s role in promoting good governance
- Emphasis on board diversity, supporting its leadership and decision-making with a recommendation that larger charities publish an annual statement of the steps they have taken to address the board’s diversity.
- A presumption that charities should be open in their work, including a public register of trustees’ interests, unless there is good reason not to.
- Recommendations that charities use their annual report to say how they apply the code and an explanation of any aspects which they do differently.
Rosie Chapman, chair of the code steering group, said:
“Everything the code does is about putting in place the processes and behaviours that mean charities will be better able to deliver their purposes. This version of the code starts from the principle that trustees understand their role and are interested in helping their organisations develop further”.
The draft code and consultation questions are available at www.governancecode.org
Governance is not just about regulation, policies and procedures: it has a human face too. Board agendas are often cramped, meaning that more personal, sometimes difficult and uncomfortable matters do not get discussed. Sometimes there is a sense of uneasy compromise. But creating an environment where trustees can discuss matters of real personal concern can add significantly to the effectiveness of an organisation.
Last year, a successful service-delivering charity appointed a new chair. The first thing she did was to initiate a board assessment, which recognised that the board needed to clarify its goals in relation to new key performance indicators for the organisation. The next few months uncovered some uncomfortable undercurrents within the board, with some members feeling there was an inner circle that made all the decisions. The chair encouraged the trustees to voice their concerns, particularly about the challenges thrown up by the rapid growth of the charity since taking on more public service contracts.
A few trustees would not play, and left. But the majority gradually became more engaged. They were given specific responsibilities as part of the plan to meet the new strategic agenda, and time was allocated to developing fresh ideas. Trustees and senior management began having the difficult conversations that two years before would have been unthinkable, and this candour led to better decision-making and an end to the previous blame culture and power struggles.
The board now has the confidence to focus on what really matters, to say what it means, to encourage different points of view and to work as a team.
“This has really changed the way we do business and the way we treat each other,” says the chair. “More importantly, it has enhanced our effectiveness as a board to lead this organisation.”
Surely there is a lesson in this for every charity.
Culture is an enabler. A valuable asset is defined as a combination of values, attitudes and behaviours. Culture is about how ‘we’ are going to go about executing our strategy. Behavioural considerations are a prominent consistent part of everything an organisation does. Legislation, regulation and codes influence individual and corporate behaviour. They do not ultimately control it. One size does not fit all when it comes to culture. What matters is that the culture is appropriate for the context in which the organisation is operations. “It is important that the board sets the correct tone from the top.”
How does the board influence and shape culture? The UK Financial Reporting Council has recently published its report corporate culture and the role of the board. What stands out from this report? It is important to recognise the value and impact of culture.
- The board must define its purpose and values setting out clearly the desired culture and behaviour against which it can benchmark actual behaviour throughout the organisation.
- It is important for the chair to set the tone in the boardroom to empower board members and to raise concerns where they have doubts.
- Trustees should lead by example and ensure that good standards of behaviour permeate throughout all levels of the organisation.
- It is important to embed the desired culture. The board must develop frameworks and tools to assess behaviour and culture. This will act as a guide for management and board decision.
- The key challenge for boards is to understand what drives behaviours. The board must shape and influence those drivers in such a way that fosters greater sustainability and to improve performance over time.
- It is the board’s role to develop and maintain its strategy to address culture and avoid culture misalignments. Components are setting and monitoring organisational culture, using review and follow up customer complaints for improvements.
- Culture is closely linked with risk and risk appetite. It is imperative for the board to look at risks that might affect the company and its long-term viability.
- The board and executive team ensure decisions around value creation and values are integrated.
- Relationships will be successful and enduring if they are based on respect, trust and mutual benefit.
While policies, procedures and systems have their place with values, behaviours and a healthy culture you can say the organisation is in a better place for success.
Corporate culture and the role of the board can be downloaded from the UK Financial Reporting Council website http://frc.org.uk
Are you dreaming of a different direction or a mixture of what you usually do and something quite new? Innovation Governance comes to mind. I am reminded of the words of Ellen DeGeneres.
“When you take risks you learn that there will be times when you succeed and there will be times when you fail, and both are equally important“.
Some of the biggest challenges as you consider doing something different is to have the right people in place, with the right attitude, doing the right things.
Even more challenging is having a top notch governing board in place which offers sufficient challenge to provoke top level thinking but high quality creativity to consider the vast range of possibilities to make things happen. The 7 questions below can help scope the innovation governance agenda.
- Have you identified the questions that you want your innovation governance agenda to address?
- How open is your governing board to change and innovation?
- Is your board responsive, agile, effective and efficient ?
- Is your board able to achieve financial sustainability?
- Do you think you integrate your values and beliefs into your innovation?
- Have you identified your priority areas (i.e what really matters to you in terms of success)?
- Are you clear about the role each individual will play to make innovation work?
In order to facilitate ease of answering I created a quick 5 minutes survey for you.
Please let me know what you think. All answers will be treated in strict confidence.
Innovation can be fun!
I recently celebrated my birthday. It was a good day and thankfully the weather was lovely. The best part of all was being with my family and friends in an atmosphere of unity, care and nurture. It was an opportunity to reflect on the last year and be thankful for the good things that have happened. Even the experiences that had not been great, I recall with appreciation for having got through them.
It is helpful for our governing boards, our staff and volunteers to take stock and celebrate achievements. All too often, the ‘to do list’ gets longer, the areas of regret loom large – the things we wish we had done and didn’t or those elements where we have our achievements in our line of sight and wish we could have done better. Moments when we can be thankful, herald opportunities of gratitude, sometime serve as an oasis in the desert and can mark milestones to plan the next steps to even larger platforms. And it does no harm to carve out time and space for reflection and refreshment.
Small is Beautiful
I was delighted to be a judge of the Charity Governance Awards 2016. I was even more pleased when I was told that I would be judging the small charities category for improving impact for charities that had no staff or a maximum of three staff.
This award is for organisations that can demonstrate how the board has contributed towards the increase of the charity’s impact in relation to its cause and mission. We were looking for examples of increasing impact, not just fundraising or increasing impact.
The winning charity was Robert Thompson Charities. The board led on a programme of modernisation that has improved the accessibility of the facilities for the charity’s community. The trustees were able to demonstrate the positive impact of these changes on the charity’s service users and also by awarding an external accreditation. The trustees’ commitment to consult and collect evidence from the community to inform the continued development of the charity was commendable.
Process without the right culture will fail
Headlining at Trustee Exchange, Peter Moore the only UK banking employee to speak out publicly about irregularities he witnessed from inside of a bank, stressed that the crisis at HBOS was caused because there was a completely inadequate separation of powers and balance of powers between the executive and all those accountable for overseeing their actions. He warned that an organisation can have the best processes in the world, but if there is unethical behaviour and an indisposition to challenge, they will fail.
Key governance lessons learned are the need for:
- A sound culture,
- The capability of control functions (audit, compliance, internal audit)
- Corroboration in oversight work
- Up to date company laws
Good governance is about sound compliance and structures, clear and consistent policies, processes and procedures and a healthy culture supported by appropriate behaviours. Often governance reviews look at fiduciary matters, at systems and do not seem to acknowledge that culture, values and behaviours underpin strong governance.
Without appropriate behaviour or conduct, governance will fail irrespective of structures that are fit for purpose or clear processes.
“Climb mountains not so the world can see you, but so you can see the world ” Unknown