[Transcript below]

Let’s take a look at transparency, accountability, and the flow of information when using Policy Governance.

Before we go any further, know that John Carver has stated that a board can request any information at any time — this much is clear.

The key, of course, is that the request must come from the board, not from individual board members. In being accountable to the board as a whole, the CEO and staff members have to be wary of individual information requests that would take time away from doing what they must do as directed by the board.

We’re not talking here about quick and simple logistical questions, like is there free parking at the AGM, or what is the Zoom link for the board meeting, but rather requests that are going to take a lot of time or focus away from doing what’s needed by the board as a whole.

So different types of information requests from the board are handled in different ways. Information that assists the board in evaluating performance are delivered via monitoring reports. These reports connect the dots from the board’s words to how they are being interpreted to evidence of compliance. Normally this is done according to a schedule established by the board, but at any time the board can request an interim or supplemental monitoring report, if it feels that is needed.

Boards using Policy Governance also typically request decision information, that is, anything that will help the board know what it needs to know in order to make policy decisions. Ideally, the board has an information and support to the board policy, which specifies what types of information the board would like to receive either on a regular basis or when something happens.

We also encourage boards using Policy Governance to take the further step of incorporating a Board Education item at each board meeting at which the board learns about anything that will help them perform, including presentations about governance, legal issues, political or regulatory topics, emerging trends, and the internal and external environments in which the organization operates. Yes – the board can freely request staff presentations, as long as it is done in the spirit of learning, and not evaluating, which is done via the monitoring system.

The CEO can also provide the board with “nice-to-know” information, ideally in a manner that does not take significant time away from the board’s governance agenda.

Information is also expected to flow very readily between the board and its legal or moral owners. Ownership linkage activities feature the board communicating about relevant topics with its owners, plus asking key questions that drive at owners’ values about the long-term purpose of the organization. Staff will typically provide the board with what’s needed to support these ownership linkage activities.

So when it comes to transparency and communications, we have:

• a board policy manual that expresses the board’s values on everything
• monitoring reports that share evidence of the results being accomplished
• decision information and board education activities that the board can request as needed or on a regular basis
• ongoing dialogue between the board and owners about the purpose of the organization, current and future threats and opportunities, and the results being achieved, plus
• incidental information that can be shared at any time.

The skill that board members will hone when using Policy Governance is how to trace a concern they might have about an operational or effectiveness issue to the relevant policy or monitoring report that addresses that concern, or to the the board education item they’d like in order to learn more.

Meanwhile, the CEO and staff have to pay close attention to the Communication and Support to the Board policy [assuming there is one!] ensuring that the board is always well-informed on what they need to know in order to govern effectively.

This is Susan Mogensen, with Brown Dog Consulting.

See also: How to Assess the CEO’s Ends and Executive Limitations Monitoring Reports

and Effective. Affordable. Fun — More info about the Board EXCELerator online learning program.