Monthly Archive for June, 2011

82. “Best Practices” Are No Guarantee of Good Board Stewardship.

In the last decade church boards have given significant attention to discerning and implementing various “best practices.” The testimonies of many who have taken these practices seriously and applied them wisely reveals their potential significant benefit. I know, because I hear about the successes. However, it is also the case that implementing some best practices offers no guarantee that good church board leadership will result. Church boards involved in our “Best Practices For Church Boards Workshop” do not always reach new levels of ministry effectiveness. Other significant factors come into play that mitigate against success.

I think one could propose the following formula to define good church board church and provide a more complete picture:

Prayer + Spiritually Mature Board Members Committed to the Mission + Good Board Leadership (Board Chair and Lead Pastor) + Best Practices > > > > Good Church Board Governance over the long term.

1. Prayer: Prayer is both symbol and spiritual action. When a church board prays, it symbolizes and gives confession to their dependence upon God for discernment, resources, and courage. As spiritual action prayer engages the church board in the spiritual service of praise, intercession, and “kingdom coming” focus. Prayer within the church board gives reality to the fundamental truth that all of a church board’s work is spiritual work attending to the congregation’s mission and its care. Prayer keeps board members attuned to the spiritual struggles that fill people’s lives and challenge the church’s advance.

2. Spiritually Mature Board Members Committed to the Mission: a board member’s spiritual disposition should be governed by the agape principle, Kingdom experience, and a deep understanding of Christ’s mission for the church (summarizing key aspects of Paul’s list in 1 TImothy 3). They must have passion for the congregation and its mission, have a long term perspective, and take personal responsibility for the achievement of the mission. When things become difficult, they will stand firm, exercise spiritual resolve, and lead by example. With an appropriate spirit they will not be passive participants in board activity, but rather be willing to challenge ideas and proposals to make sure this is truly the best thing for the congregation and its mission. Sir Christopher Hogg, former United Kingdom Financial Reporting Council chairman has indicated that “Good boards are pretty uncomfortable places and that’s where they should be” (as cited in the McKinsey Quarterly, June 2011). In transferring this concept into a church board setting we have to be careful. Too often church boards have descended into verbal brawling and tenaciously held viewpoints that betray undisclosed conflicts of interest. What we do need in church boards is sufficient trust among the board members that robust conversations can be engaged without fracturing relationships. For lead pastors and church board members alike this can be difficult because we are friends, members of the Kingdom together, and we desire to be supportive, trusting and polite. However, in a very real sense board members need to drive the mission by working with the lead pastor to develop vision and strategy, monitor risk, and evaluate progress. In order to engage proposals robustly that come from the ministry staff,  board members need a deep understanding of the ministry agency, i.e. the church, that they are stewarding. This is not to justify in any way a fractious spirit, but rather to promote relationships among church board members that have the resilience to ask the tough questions.

3. Good Board Leadership (Board Chair and Lead Pastor): church boards operate effectively when they have good leadership and facilitation. The chair understands the purpose of the board and its function as a ministry team entrusted to advance the congregation’s mission. He or she knows how to generate collaborative efforts among the board members, how to help the board make good decisions, and how to assist the board to organize itself effectively. The chair also realizes how important the relationship with the Lead Pastor is if the board is to advance the congregation’s mission and is committed to working collaboratively with the Lead Pastor.  Conversely, the Lead Pastor understands the key contribution the church board makes to the health and vitality of the congregation as it exercises care for all aspects of community life. There is respect for its appropriate voice in the decisions of the congregation and support for its spiritual leadership.

4. Best Practices: Pastoral leaders know that there are good ways to lead weddings, conduct funerals, work with staff, etc. Similarly, the life and work of a church board can be enhanced significantly if it disciplines itself to follow good practices related to planning and leading meetings, maintaining good records, making good decisions based upon sound information, sustaining commitment to good process,  and exercising appropriate care for employees, fiscal resources, and the safety of the congregation and public. Church boards have a choice to make. They can school themselves in doing their job well, enjoying robust discussions, and experiencing the satisfaction of worshipful work, or they can continue to be dysfunctional and contribute to the poor health and spiritual malaise of the congregation. For example, if a church board fails to document its decisions with good minutes, it will soon discover that it does not know what decisions were taken and thus becomes unable to speak with one voice within the congregation.

If these elements are present to some degree and working together appropriately, then Good Church Board Governance over the long term has a good chance to flourish. This does not happen in the space of a few months, but requires several years of deliberate attention so that good habits are formed and deeply embedded in the culture of a specific church board. The turn over in chair leadership, board members and lead pastors requires that these things be attended to constantly and intentionally. Benign neglect has the potential to create as much dysfunction as willful negligence. Further, if a church board chair helps a church board realize the importance of each of the elements proposed in this formula and nurture it, then the board members should have confidence that they are stewarding well the trust given to them by the congregation and being responsible servants of God.

81. A Church Board Code of Ethics — An Important Tool in the Chair’s Toolkit

A church board chair employs many different ‘tools’  in order to help a church board maximize its capacity for good governance. These include careful agendas, communication skills, attention to process, board evaluations, and board policies. One tool which seems to be overlooked frequently in the context of church boards is a statement of ethical conduct for board members. Given the spiritual context of a church board’s work, most people within a congregation would assume that board members, usually pastors, elders and/or deacons, possess spiritual maturity and know what ethical conduct looks like. As well, congregants want to believe that such individuals are being “led by the Spirit” and working relationally with the “fruit of the Spirit.” Too many stories are circulating that unfortunately often reveal a different reality. Church board members do not always know and practice appropriate, Spirit-honouring boundaries for their conduct within and without the board’s meetings.

Ethical behaviour for church board members forms the foundation for credibility, productivity, and governance leadership. When church boards in whole or in part deviate from ethical conduct, sooner or later their mandate to provide spiritual leadership within the congregation dissolves and the harm to the congregation can be considerable. A code of ethical conduct or ethical action or ethical behaviour protects the board and its members, protects the congregation, and enables a board chair to help the board discern when it is in danger of acting unethically.

A code of ethical conduct for a church board will reflect the congregation’s values, which provide strategic guidance for this agency’s mission and vision. Values and ethical conduct principles should be compatible and coherent. However, the ethical conduct code will be more specific, describing agreed, appropriate boundaries for board members’ actions, behaviours and decisions. It provides a positive framework within which board members and the chair can develop effective working relationships to advance the agency’s mission.

Such a code of ethical conduct should include something about mutual respect for one another, acting with integrity and honesty, attention to due diligence, disclosing conflicts of interest, and compliance with legal requirements. A clear statement about the misconduct (e.g. sexual misconduct, criminal activity, divisive behaviour, harmful addiction, etc.) that triggers a board member’s resignation should be developed.  Board members should keep confidences, not disclose publicly the nature of internal board discussions (confidentiality with transparency) let the chair speak for the board, not interfere in church administration, and support board decisions publicly. When the church board is discussing an issue about which a board member has particular expertise or information, the board member has a duty to share it with the board. A board member is expected to act with loyalty to the congregational mission. However it is defined, board members should demonstrate spiritual maturity in all proceedings. Fairness should exemplify all decisions. A duty to keep up-to-date on the issues affecting the welfare of the congregation now and in the future. Respect for the structure, work, and policies of the board, with a commitment to work for changes within those guidelines.

I am providing a sample “church board code of ethical conduct,” but please make sure to adapt it to your context. Not all of the stipulations will be equally helpful in every context. You may also discern some gaps. If so, please forward your suggestions to me.

[Sample]

Church Board Code of Ethical Conduct

It is the policy of XYZ Church Board that board members uphold the highest standards of ethical, professional, Christian behaviour. To that end board members shall dedicate themselves to carrying out the mission of XYZ Church and shall:

  1. Hold paramount the safety, health and welfare of the congregation and public in all of its actions.
  2. Act in such a manner as to uphold and enhance personal honour and integrity and the reputation of XYZ Church and not engage in unethical practices — business or otherwise.
  3. Treat with respect, fairness and consideration all persons, regardless of race, religion, gender, sexual orientation, maternity, marital or family status, disability, age or national origin.
  4. Engage in carrying out XYZ Church’s mission as competently as possible.
  5. Collaborate with and support one another, staff and volunteers in carrying out the mission of XYZ Church.
  6. Recognize that the chief function of XYZ Church at all times is to serve the best interests of its beneficiaries.
  7. Accept as a personal duty the responsibility to keep up to date on emerging issues and to conduct themselves with professional competence, fairness, impartiality, efficiency, and effectiveness.
  8. Respect the structure and responsibilities of the board, provide it with facts and advice as a basis for making policy decisions, and uphold and implement policies adopted by the board.
  9. Conduct organizational and operational duties with positive leadership exemplified by open communication, creativity, fortitude, dedication, and compassion.
  10. Respect the board chair’s role to speak on behalf of the board.
  11. Exercise their discretionary authority in ways that do not violate institutional bylaws or applicable laws and ordinances.
  12. Serve with respect, concern, courtesy, and responsiveness in carrying out XYZ Church’s mission, not misrepresenting XYZ Church in any negotiations, dealings or contracts.
  13. Demonstrate the highest standards of personal integrity, truthfulness, honesty, and fortitude in all activities in order to inspire confidence and trust in such activities.
  14. Avoid any interest or activity that is in conflict with the conduct of their board duties.
  15. Respect and protect privileged information to which they have access in the course of their board duties.
  16. Strive for personal excellence and demonstrate spiritual maturity in all board operations, discussions and activities.
  17. In the event of serious misconduct (e.g. sexual misconduct, criminal behaviour, promoting false teaching, fraudulent actions, acting divisively, harmful addictive behaviour, etc.)  resign as a board member.

 

80. Book Review # 5: “The Board Chair Handbook” (Second Edition) by Mindy Wertheimer, BoardSource, 2008

BoardSource® advertizes itself as “the premier resource for practical information, tools and best practices, training, and leadership development for board members of nonprofit organizations worldwide” (preface, p.iii). Its publications and workshops enable people who serve as board members of nonprofit agencies to develop understanding and skill to give confident leadership to such agencies. Dr. Wertheimer is “the director of field education and faculty member of the School of Social Work, Georgia State University” and serves as a  “consultant and trainer for nonprofits, professional associations, local and state governments, foundations, and educational institutions” (91). This includes board development and governance issues. She is well qualified to write a handbook for nonprofit, board chairs. “The Board Chair Handbook” provides excellent direction for those who serve as chairs of non-profit agency boards.

She divides her presentation into three segments:

1. “The Foundation: Building Individual Capacity”

2. “The Journey: Optimizing the Work of the Board”

3. “Finale: Creating Endings and New Beginnings.”

The simplicity of the outline does not limit the comprehensiveness of her treatment of key issues. For example, in section one she considers personal qualifications, the nature of the position of chair, the relationship between the CEO and the chair, and the importance of good communication and facilitation skills. In the second section she has a great segment entitled “Generative Thinking and Decision Making” (Chapter 6), as well as short discussions about orientation of new board members, effective board structures (including executive sessions), strategic and program planning, and evaluation of the board and the CEO. The final chapters emphasize the importance of succession planning. She concludes with two appendices: “Board Chair’s To Do List: A Summary,” and “Using the Right Tools,” as well as list of helpful resources. You can order this resource from BoardSource at www.boardsource.org.

Most of the contents of this publication do apply to the more specific role of a church board chair. Some sections will be more relevant depending upon the size and complexity of the congregation you serve. For example, the role of the Lead Pastor may have some elements of a CEO role, but often the  leadership responsibilities typically defining a CEO role are modified in a church context. This means that the relationship between the Lead Pastor and the board chair is normally spiritually defined with aspects of loyalty, friendship, and commitment not common in other nonprofit contexts. There is no consideration of the spiritual aspect of a church board chair’s responsibilities, i.e. the concept of worshipful work, or the significant reality that a church board is in essence one of the primary ministry teams within the congregation. So the spiritual values and the unique mission of a church will colour and shape the position of church board chair in ways that Dr. Wertheimer does not consider because she is writing for the entire spectrum of nonprofit boards.

In a church setting members of the board usually are appointed as elders or deacons. The primary focus in such roles is caring for the congregation, i.e. the people within the organization, spiritually and in other ways. However, the people in the congregation are both the members of the “society” as well as the consumers of the goods that the agency is providing. This complicates things and requires a church board to think more specifically about the range of people groups in the larger community their agency in fact is or should be serving. As well, the organizational structure of the board in a church setting is a means to an end, but is not essential to the nature of a church.  This means that the qualifications for church leaders given in 1 Timothy 3 bring into play elements that need to be added to the “personal inventory” that Dr. Wertheimer indicates. For example, Paul mentions that one’s marital relationship is an important consideration for the role of elder and deacon — something of course rarely an issue when selecting board members of most nonprofits. I appreciate her emphasis upon the exercise of integrity, but there is nothing about the primary Christian quality of agape-love and its application to church board operations, decisions and relationships. So this means that the values guiding the operations of a church board will be different.

In her view a board chair has to be a “visionary leader,” enabling “the board to move forward and to build organizational capacity” (7). A church board chair must respect and understand the organization, i.e. the church, as the context for his or her leadership. This understanding includes the history, current status and future potential of that church, as well as a basic biblical theology that summarizes Jesus’ intention for his church. Dr. Wertheimer gives a succinct overview of the duties of a nonprofit board chair, both the how (personal qualities, commitment to the board and commitment to the organization) and the what (key duties to the CEO, board members, board committees, and the community). Perhaps an area the church board chair only rarely develops is the role of a “community ambassador and advocate for the organization”(9). Most of the work of a church board chair is directed inward to the congregational concerns. Often as well a church board chair is responsible for other ministries in a local church and so has very limited time to devote to external advocacy. Given that church boards usually meet much more frequently than other nonprofit boards the time between meetings is much shorter. This affects the patterns of communication also. Dr. Wertheimer’s “Sample Board Chair’s Timetable” is an excellent model, incorporating annual tasks, then weekly, monthly or quarterly tasks and finally periodic responsibilities (11). Depending on the history and tradition within a local church a church board chair may or may not be involved in fund-raising activities.

Her chapter on the relationship between a CEO and board chair in a non-profit context has some wonderful insights. She recognizes that context and personality will shape how these two individuals work together. Within a church context I think there are additional complications. Often the chair’s role in a church is regarded primarily as committee leadership and as a result the scope of a church board chair’s role is more circumscribed. This is particularly the case in so-called “pastor run” churches. This probably reflects a more substantial issue within churches and that is the place and ability of church boards in fact to govern. Do lead pastors and church boards agree “on what sound governance practices are and how to apply them”(16)? Is there recognition within church leadership that the lead pastor and board chair need to develop “a shared interpretation of what constitutes the best interests of the organization”(16)? Or in the simple matter of who speaks for the church board, more often than not the congregation expects the lead pastor will do this, not the chair. Or is there any recognition within church structures that “representing the board, the board chair is the chief executive’s primary supervisor”(20)? Dr. Wertheimer’s position on these issues raises some critical issues that church boards, their chairs and lead pastors need to wrestle with.

Her chapter on communications demonstrates how crucial this set of skills is for every board chair. Her suggestions regarding good listening, using open-ended questions to stimulate robust, but not necessarily confrontational discussion, group facilitation skills and discernment about when and how to confront misconduct are very helpful. One simple principle that church board’s could adopt is that normally a board member will be able to speak twice to an issue within the context of debate. This would prevent one or two members from dominating discussion and encourage all to speak to the issue. If the chair were empowered with this principle  (applied judiciously), he or she would have the authority to facilitate board meetings more fairly and effectively perhaps.

Part II: The Journey, focuses upon board processes and board tasks. In her view “board process is about building a strong team, and board tasks are what the team needs to accomplish” (29). She emphasizes capabilities that enable good process. These include a board development model (cultivating board relationships), successful decision-making, appropriate work structures for a board (i.e. committees, taskforces), resource development and fiscal oversight, the chair’s role in strategic and program planning, and evaluation of the chair, the board and the CEO. The nature of congregational life modifies church board chair options in each case. For example, church boards in congregationally focused churches do not usually become formally involved in recruiting new board members because of sensitivity for the congregation’s voice to be heard in this regard. This can be a weakness in that forming a pathway for training potential board members in a church context becomes quite complex and often does not happen because we cannot figure out a way to do it which does not seem to interfere with nominating committee processes. Decision-making is more complex in that church boards are always struggling with balance between faith and presumption, as well as the management of conflict of interests. Church board members often come to board meetings wearing several hats. Deciding what are the important committees for good board operation and having the courage to disband those that become too management-focused or not really relevant also brings challenges. And then what church board is into regular “program evaluation” or even the performance evaluation of the lead pastor? As important as these are to the health of the church, it seems that specific dynamics and presumed expectations get in the way of implementing these processes. For example, does your church board know clearly what “programs” your church agency provides, who is accountable for each program, and how the outcomes of each program align with and promote the congregation’s vision? When was the last time your church board ‘evaluated’ a program? Do you have a process for doing this? I am not sure I can remember an occasion when my work as a church board chair was evaluated by the board. So there is plenty of grist for the church board chair’s intellectual mill in this section.

Succession planning and exiting from the role of board chair are the focus of Part III. Because of the ethos of church boards it is difficult for a chair to engage in succession planning in any kind of formal sense. But nothing really prevents this from happening if a church board has a will to engage it. Continuity of good leadership is critical for maintaining momentum in good governance.

The first appendix entitled a “Board Chair’s To Do List: A Summary” presents in chart form the key ideas Dr. Wertheimer discusses in detail in the various chapters.

This “Handbook” provides an excellent resource for any one chairing a non-profit agency board. However, as I have indicated in my comments, the ideas and processes need to be adjusted to the realities of church board life, understandings of the pastoral role, and the uniqueness of church values and vision.

79. Helping a Church Board Organize Itself.

In his parable of the talents (Luke 19) Jesus tells how the owner of an estate  plans a journey and so he gives portions of his money to various servants for safekeeping. He expects them to multiply the funds he entrusts. When he returns, he rewards those who have taken risk, worked industriously and increased the value of his property. This parable’s principle has application to the role of church board chair. A person in this leadership positionxxffff is stewarding the work of an important Kingdom resource, i.e. a church board, and God expects that this believer, when he or she finishes this leadership task, will leave the church board in better shape than when he or she began. God’s resources will be multiplied in their effectiveness.

Improving a church board’s ability and capacity to govern is a means to an end, namely the improved ability and capacity of the board to advance the mission of the church. Of course, if done well, these organizational adjustments should also result in better decision-making, greater efficiency, and more effective use of the board as a ministry resource. More importantly it should enable the board to spend more time on the important issues and on collective worship. As a result the board members will experience much greater satisfaction in their ministry.

Board organization has to be seen across a 12 month framework, i.e. within the scope of the annual general meeting. In one sense good board organization enables a board to prepare and present a good annual report because it has attended to its responsibilities well through the year.  So I would suggest drafting the annual board agenda is an important first step in board organization. As chair you need to know what decisions must be made at the appropriate time in the year. Along with the annual agenda, you should also include the dates when key reports have to be filed or committee work must be completed. For example, when does the annual audit or financial review have to occur so that things can be reviewed by the board and reported to the congregation at the annual general meeting? When does the board have to appoint the auditors or approve the firm/person doing the annual review? When does the nominating committee need to begin its work so that necessary processes can be completed in time for the annual general meeting?

Second, establish a good working relationship with the board secretary. Work collaboratively to compose and circulate useful minutes, timely agendas, and other processes. The chair can also work with the board secretary to ensure that committees complete their responsibilities in a timely way.

Third, it is useful to ask the board to appoint a vice-chair who can provide leadership in your absence. As you proceed through the year, you can be mentoring this person as a potential successor. Getting the input of the vice-chair in the development of the agenda provides another board voice to ensure that you are keeping on top of things.

Fourth, you should have the board approve an annual schedule of meetings in which you also indicate other key meetings, such as the board retreat, the annual general meeting, etc. You might also include the name of the board member who will be asked to lead worship at each meeting. If the board agrees to meet socially with spouses once or twice a year, include those dates too. The more advanced notice you can give, the greater the participation of the board members in the meetings. If there is doubt about place and time when the board meets, then make that explicit also. Circulate that schedule and keep updating it through the year.

Fifth, at the first meeting following the annual general meeting at which new board members are appointed, seek to have the board fill all positions on any standing committees (e.g. finance committee, personnel committee) or congregational committees (e.g. nominating committee). If necessary, have the board renew your mandate as chair so that you continue to lead with appropriate authority.  Make sure the chair of each committee is clearly designated and noted in the minutes so you know whom to prompt to make sure respective committees are active and carrying forward their mandate.

Sixthly, as you  conclude each meeting, take a few moments to review assignments. Work with the secretary to record those on the minutes so that people have clarity about expectations. Especially seek to define the time line for reporting back to the board.

Seventh,  keep reviewing policies. As you have time create a list of board and church policies. Then, incorporate into every second meeting of the board the review of one policy so that board members are reminded about it, as well as have opportunity to revise, improve or rescind because of changes that have occurred. As this occurs establish with the board when the next review of that policy should occur (perhaps two or three years). Work with the secretary to construct a time-chart that lists the policies and when they are due to be reviewed.

Eighth, as each meeting ends ask the board to evaluate their work at the meeting. This can be done in several ways. As chair you might ask a board member in advance of a meeting to be observing silently the flow of the meeting and then at the end give a brief  comment on what went well and where the board might have worked better together. At the annual retreat take time to let the board evaluate their work during the past year. From this review you will probably be able to discern one or two things for the board to work on in the coming year.

Number nine would be the development of a one page document that describes the key ministry responsibilities which the church entrusts to the board. Of course, this should be a project the entire board engages and is informed by what is said in the by-laws. However, it will not be confined merely to a repetition of statements found in the by-laws. The annual evaluation of the board should reference this description. As well, this is a great document to use at the orientation of new board members.

Tenth, try to keep incorporating new operational processes. For example, if your board does not use a consent agenda as part of the larger agenda, this is well worth exploring. If implemented it will improve board efficiency significantly. Or consider the implementation of discussion briefs and decision profiles as means by which to aid board decision-making. Perhaps think about using an executive session once every three or four meetings in order to let the board members speak to issues that might otherwise become “the elephant in the room.”

These are just a few of many ideas that you can use as board chair to help the board improve its serve. While a board member occasionally might object, as you explain patiently and encourage innovation wisely, most will be open to experiment. As board meetings improve and the ministry of the church board advances, most board members will bless you for your leadership.