Achieving More Effective Boards in the New Year

What does the higher education governance landscape look like as we enter 2023?

Some boards are great. They do their work, make their contributions, govern well and stay out of the headlines. Other boards fall to the other end of the continuum and only make headlines—the scandalous type. (See this publication for some examples.) The great majority of governing boards fall into the middle, straddling the line between “fine and functional” and “mediocre but not harmful.”

Yet the fact is that, given the demands facing higher education (again, look to these pages), most colleges and universities would benefit from high- or at least higher-performing boards.

And that raises a set of questions: What is effective governance? How do we know it when we see it? And in what ways are those boards on the positive end of the spectrum getting it right and those on the negative end getting it wrong?

Here is my definition of effective governance developed from working with a diverse set of boards over the past decade or so: it is a collective activity in which a well-informed body engages actively on issues of significance that result in positive outcomes for which its members hold themselves accountable.

That definition is a bit of a mouthful, but the components matter. And the whole does add up to more than the sum of its parts—boards that get one part right but not the others still fall short. Working backward from boards that struggle, the components of effectiveness readily surface. Let’s briefly look at each one.

A collective activity. The authority of boards lies in the body itself, not in individual trustees, referenced in the infamous Dartmouth College case on board independence as “a body corporate and politic.” Boards that act collectively make better decisions. They benefit from the diverse experiences, expertise and backgrounds of the board as a whole. They can more easily address blind spots and unchecked assumptions. They are less likely to be overconfident in their decision-making and more open to considering counterfactuals and alternatives.

When I talk with presidents frustrated by their boards, however, I hear the common complaint that their trustees do not, in fact, act collectively. Two current stories are telling. On one board, the chair of the development committee is actively reaching out to new donors to support his pet project, even though it isn’t part of the board-approved master plan. At another college—much to the surprise to the board finance committee, let alone the president and chief business officer—the chair of the facilities committee has taken it upon herself to identify property for the institution to purchase and has started negotiations with the current owners.

These are not malicious acts; both trustees are working from what each person would argue is a position to advance what they think are the best interests of their institutions. The problem is that they are upending well-defined priorities, running afoul of important relationships, undercutting management and not operating in concert with others on the board or in the administration.

Unfortunately, these are also far from isolated incidents. As the politicization of our society enters the boardroom, growing numbers of boards are finding it more challenging to act collectively. This is not only an issue for public university and system boards but also for private colleges and universities. The lack of collegiality and comportment driven by ideological fidelity creates rifts often too deep to constructively bridge. Board members who, through words or actions, put their political loyalties before institutional well-being create a new set of problems for which board leaders and presidents are often unprepared. The divisions steal faculty and administrative leaders’ time—time that is much needed elsewhere on important institutional issues.

Such divisions also often result in negative news coverage and send a message of disruption and dysfunction to current students and their families, as well as the students whom the institution hopes to enroll in the future. In short, a lack of a collective board mind-set and approach can do not only short-term but also long-term damage to a college or university.

A well-informed body. Governing is challenging, not only because of the breadth of issues and the complexity of higher education institutions, but also by board members’ distance from the daily life of a campus. Boards in the U.S. context are not of the academy but rather volunteers from outside it, as established in the 1600s by Harvard University. Thomas Jefferson aptly named the governing body at the University of Virginia the Board of Visitors.

Yet ensuring that boards are well informed is foundational. And that doesn’t mean overwhelming them with information. One board routinely is provided with literally hundreds of pages of meeting materials, with one meeting peaking last year at 987 pages, down from the high a year previous of 1,665! (Well, that did cut the reading amount almost in half.) Other boards receive too little information to govern well.

Thus, it is important that the administrators who generate board agendas ask the following questions:

• On what issues can/must the board provide input and perspective?
• What are the questions related to that issue that the board should be addressing?
• What information does the board need to ask well-informed questions?
• What is the best way to ensure the board is necessarily educated (presentations, briefings by experts, readings and so on)?

Boards can and should ask for appropriate information, defined (admittedly unclearly) as sufficient enough to do their jobs well.

Engagement on issues that matter. Guided by strategic plans, presidential priorities and articulated institutional agendas, boards and campus leaders identify the issues they should be addressing. There is an art to focusing on meaningful topics. It is all too easy to drift to issues top of mind. (What did one trustee read in The Wall Street Journal on the flight to campus? What did another hear at a recent cocktail party?) Boards easily distracted do not govern well, particularly for the long term.

Boards constantly run a risk of misunderstanding the salient issues, as they don’t live the daily pressures of campus life as administrators do. On the flip side, presidents risk overly focusing on the immediate if they don’t have sufficient strategy documents to guide governance work. Boards need to work with the president and senior team to understand which issues really matter, and strategic plans and other strategy documents—such as master plans and accreditation reports—can help to set a long-term agenda.

In addition to getting distracted, ineffective boards too often confuse engagement with activity. Board members believe they should be doing things—that if they are not doing, then they are not governing. Yet activity for the sake of acting can lead to micromanagement. The activity-equals-engagement trustees want to be the ones reviewing the budget weekly and digesting enrollment numbers, finding donors and negotiating deals (per the two well-meaning but misguided trustees whom I’ve mentioned).

The latter work, coordinated with the administration, can be helpful and even needed. Trustees, if tapped appropriately, can become free expert labor. They should not check their expertise at the door, but they should be cautious as to how, when and for what purposes they are using that expertise. Shared problem solving through collective action by the board or in concert with the administration is better than a trustee flying solo. One of the three W’s of trusteeship, along with wisdom and wealth, is work. We do want board members to participate in commencement, donor and alumni relations, and admissions work. The key is that it be part of a coordinated, institutional effort.

Accountable outcomes. The most important activity boards can do is ask well-informed questions and hold the president and senior administrators on the campus to account for their resolution. Asking great questions takes work. Each type of question requires activity: 1) the activity of learning the context before asking the question so as to intentionally frame it in a way that advances the work, 2) the activity of asking the question during the meeting and 3) the activity of developing the means to follow up on the question and ensure follow-through.

Boards that govern in ways that make a positive difference hold not only other people but also themselves accountable for results. The results of governance are not always immediate, nor are they easily measurable. But boards should look in the rearview mirror to assess the impact of their work. Retrospective debriefs about board work over the previous year can be an insightful activity at annual retreats: What did we as a board do that added value? And how can we do more of that work in the future? What did we as a board do that didn’t add much value? How do we ensure less of that going forward?

Boards often conduct 360-degree reviews of presidents, but boards can also learn from participating in 360-degree reviews, as well—particularly by asking the president and senior team, as well as faculty leaders knowledgeable about the work of the board, for input and perspective. Assessing their work and acting on those assessments in a structured manner helps improve board governance.

In fact, the definition of board effectiveness that I’ve outlined here can become an assessment rubric for boards. They should ask themselves, on a scale of one (rarely) to four (consistently) how much of board work:

• Is accomplished through collective activity?
• Is conducted by a board well informed about the issues?
• Engages actively on issues that matter?
• Result in outcomes for which the board holds itself accountable?

Asking those questions can help a board begin to improve how it operates. And if the board as a collective thoughtfully reflects on and acts on the answers to such questions, it can become significantly more effective. It will be able to see meaningful change in ways that matter in the boardroom, as well as throughout the institution that it governs.