Creating More Responsive Boards

How do boards do it? The scope of work for most university, college and state system boards is vast, from audits and athletics to underrepresented students and their completion. (We couldn’t quite get examples from A to Z, but A to U is arguably comprehensive.) The list of the issues that boards address is as long as the topics are complex. And this year the headlines suggest boards should pay greater attention to athletics, free speech and diversity and inclusion, among other issues.

What’s more, boards face additional challenges in how they do their work. For example, they meet only a few times a year, with public university boards typically convening more often than their private counterparts, and when they do meet, they do so only for a few days. In fact, a trustee at a private institution spends only an average of between nine and 12 days directly involved in governing through the three to four board meetings per year and associated committee meetings.

All this means that a perennial problem for boards is how to effectively address the requisite depth and breadth of their work, given the complexity of the issues and the limited time on task.

Boards extend their reach and impact through a system of committees, the unheralded workhorse of governance. Committees typically do the legwork on complex issues within their purview and make recommendations to the full board; they help frame board-level discussions and facilitate better and more effective decision making. In short, committees do much of the heavy lifting.

The problem is that some board committees have too much to lift, whereas others don’t have enough. Some committees don’t know what to lift, and others are lifting the same things, creating redundancies when they can ill afford the time. When boards are governing the full spectrum of issues from A to Z (or at least to U), they need to ensure they are working at full capacity and taking advantage of the structures they have in place.

Unfortunately, some boards are not sufficiently intentional about the work of committees. Instead, the committee structure and ways of operating go unexamined. Practices that once worked well and made sense no longer do. Two common problems exist when it comes to board committees: 1) overlaps or gaps in issues addressed and 2) work overload or underload.

Overlaps and Gaps

For example, a highly tuition-dependent private college was deeply -- and rightly -- concerned with enrollments, so much so that both its finance and its student affairs committees spent significant time on the issue, albeit from different perspectives. The result was that both would invest a lot of effort and then make decisions that would need to be reconsidered by the other committee or when the topic reached the full board. This proved to be ineffective and inefficient. Because each hand didn’t know what the other was doing, the board found that it had an overlap problem.

The solution was twofold: 1) to create what started out as a board task force on enrollment that eventually morphed into a standing board committee (once it updated its bylaws) and 2) to hold joint committee meetings between finance and the new enrollment committee to address key issues collaboratively.

The board at a second tuition-dependent college never talked about enrollment, although it was the primary source of revenue for the college, which had a five-year history of uneven (read: problematic) enrollment management. That board didn’t recognize this structural gap in its work, despite acknowledging that it needed to give more attention to the issue. The structure of the committees and the traditional focus of the work in those committees meant that enrollment never received its needed board focus. It, too, created a board committee on enrollment but for a different reason -- the gap it found in its work.

Too Much Work; Too Little Work

The second set of problems centers on committee workload. As institutions and boards evolve and the issues morph, committees too must keep pace. Some boards are finding that key committees have too much work to do. Let’s again consider the intersection of enrollment and finance. Finance committees that are giving renewed and often much deeper attention to enrollment because of the financial implications of tuition are finding themselves stretched too thin. A similar pattern is occurring when it comes to facilities and technology, since many facilities committees are also responsible for technology. As technology purchases increase in value and importance, and the issues -- which now concern not only hardware and software but also privacy, data analytics and data security -- become more complex, facilities committees learn they cannot handle the increased workload.

In contrast, some boards have discovered that committees that once were important simply do not have sufficient, meaningful work to do today. In such situations, the board is bound by committee structures from yesterday’s work and outdated bylaws. It is not uncommon for student affairs committees to wonder about their roles and contributions as enrollments have shifted from traditional-age students to adult learners; further, the boundaries between student affairs and academic affairs has blurred. Another example: one Catholic college discovered that its mission committee struggled to find purpose and focus. (Yes, mission lacked purpose.) It dissolved the mission committee and instead infused the mission work across all its committees. It created a role akin to a “mission steward” -- typically held by a member of the college’s sponsoring order -- on each committee, whose role was to ask mission-related questions and ensure that each standing committee took on the values and mission conversation in its respective domain.

How can you determine the extent to which your board committees are appropriate and functioning well? The following may be helpful:

1. Conduct a time audit of your committees. Which committees meet the longest? Which meet most frequently? Which ones seem to never have enough time for their work? Which committees struggle to fill their agendas? Do any committees rarely meet?
2. Plot the university’s strategic plan priorities against the committee structure of the board. Do some priorities not have a natural home within the current committee structure? Do multiple committees claim primary oversight of the same priority? Given the responses, boards might have gap or overlap problems.
3. Organize an executive or governance committee field trip. Too often committees do their work independently. Rarely do board members have a full and comparative understanding of committees and their work. Have members of the board’s executive or governance committee attend all the committee meetings over a cycle or two. Have them compare the work in the committees by asking the following questions: To what extent is each committee dealing with meaningful substance? To what extent is each committee working on distinct issues? Which committees seem overburdened? Which committees seem underutilized?
4. Hold a committee chairs retreat. Convene committee chairs for a focused morning discussion about the work of committees and their role in leading them. Ask committee chairs to reflect on the most salient work their committees have done over the past 12 to 18 months and the top priorities for the upcoming year. Look for opportunities among the chairs to find issues that overlap and to be intentional about how the work of the committees will address such issues.

Ad Hoc Task Forces

The salient point about attending to committees and their work is to ensure the board is able to appropriately oversee key areas and address important issues. For some matters, institutions are well served to create ad hoc working groups or task forces. Such structures allow boards and institutions to act more quickly and focus attention on a specific issue for a defined duration in time. In addition, they may open avenues to involve people beyond trustees -- like faculty members, external experts or alumni -- in important work. They also can create space for urgent matters without being overly burdensome to what might already be full board and committee agendas.

Looking at today’s headlines, the following topics are well suited for board-level ad hoc task forces:

• Athletics. Some boards have standing committees on athletics, but not all do. In the wake of scandals at Michigan State University, Ohio State University, the University of Maryland and others, boards might be well served to create at least an ad hoc task force to focus on the role of athletics at the institution and consider the associated risks. Looking beyond the headlines, not all of the issues associated with athletics are negative, but given the complexity of this part of higher education enterprise from Division I to Division III, it might be a good idea for boards to give athletics special attention.
• Diversity and equity. Again, a review of the headlines from the end of the last academic year into this new one suggests that issues of equity and diversity are likely to remain salient. Some boards, like the University of Pennsylvania’s, have standing committees or ad hoc bodies that address these issues. What is the board’s role related to diversity and equity? How does the board monitor progress on these issues? What are meaningful board-level dashboard indicators on such topics? What should be the key priorities and their measures of success?
• Free speech. Issues of free speech, external speakers, inclusion and a sense of welcome, and safety are all issues boards and institutions can expect to face this year and into the future. Such issues, related to who speaks about what and where, are exceedingly complex, and boards must be prepared to act -- not simply react. Thus, an ad hoc committee can be a tremendously useful vehicle.

Harvard University marketing professor Theodore Levitt is said to have told his students, “People don’t want to buy a quarter-inch drill. They want a quarter-inch hole.” The lesson he was conveying was to focus not on the tools (in this case, committee structures) but instead on what needs to be accomplished and then to develop or modify structures to best make that happen.

Thus, a key starting point for boards is to ask, “What are the tasks -- or jobs -- each committee seeks to accomplish?” Different committees present a mix of jobs. Knowing the mix of what jobs different types of committees can and should be doing can help boards better use their committees, stay out of the weeds and remain focused on what matters most in terms of oversight and strategic imperatives.

Some committee assignments are entrenched in an institution’s bylaws, and to change them can be a significant undertaking. Still, it is good practice to review bylaws regularly and in doing so consider the work of committees. Many colleges and universities have rewritten their bylaws to allow more flexibility for the board’s committee structure by naming only a few standing committees (e.g., audit and compliance, executive, finance and governance) and stating provisions to create task forces and ad hoc groups as needed. The point is that institutions should be more intentional about what they want their board committees and ad hoc bodies to achieve -- and then to ensure processes for this important work to get done.