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Governance Gremlins

Board governance issues - or governance gremlins - may emerge from many sources, including history and traditions, assumptions and perceptions, people and their values and an organization's governance framework. Here is a list of some common governance gremlins:

  • Lack of consensus about the mission of the organization
  • Lack of consensus about its vision
  • High Board/CEO turnover
  • Lack of consensus on Board role
  • Lack of understanding by Board Members of duties and liabilities
  • Difficulty understanding financial statements
  • Unresolved conflicts between Board Members or the Board and the CEO
  • Lack of understanding of roles of Officers, or how one gets to become an Officer
  • Current Board practice or structure does not match by-laws
  • Confusion over conflict of interest
  • A superfluous number of committees
  • Committees that are not engaged in important work
  • A Board that is primarily "CEO-run"
  • Rubber-stamping by the Board
  • Board micro-management
  • Decision paralysis
  • Lack of strategic direction and clear priorities for the Board
  • A Board that runs well but focuses on the wrong issues
  • A lack of public unity once Board members leave the Board room
  • Poor attendance at Board or committee meetings
  • Poorly chaired meetings
  • Information improperly or inaccurately presented to the Board
  • Lack of clarity on role of Board vis-à-vis staff
  • Poor relationships with stakeholders
  • Members of the organization are not involved or consulted
  • Volunteer fatigue or staff burnout

Typically, these types of difficulties arise from problems in a few core areas, such as an inadequate understanding of the role of the Board. Other gremlins may arise from an inadequate understanding of when the borders between board and staff responsibilities lie and the need for these borders to change over time due to various circumstances. Still other gremlins may arise from a lack of understanding of the key accountabilities of an organization.

If any of the items listed above sound familiar, contact the IOG to discuss how we can help to rid your Board of these gremlins once and for all.