Tip #41 Deal Effectively with Troublesome Board Member Behavior
In the last Tip for Effective Boards we identified some common types of troublesome board member behaviors and provided some suggestions for preventing these behaviors from occurring. In this Tip for Effective Boards, our focus will be on dealing effectively with such behaviors when they have not been prevented from occurring and are currently compromising boardroom effectiveness.
In our previous Tip for Effective Boards, we identified six common types of troublesome board member behavior. The first five of these were identified by Peter Browning and William Sparks in The Director’s Manual (Wiley, pp. 107-110): The Dominator, The Micromanager, The Expert, The MIA Director, and The Dinosaur Director A sixth type was added from our experience: The Conflicted Director. (To review these types in Tip for Effective Boards #40, please click https://www.BoardsOnCourse.com/blog.)
Suggestions for addressing these troublesome board member behaviors include the following:
- Use feedback and evaluation mechanisms. (Best to set these up before you need to address actual troublesome board member behaviors.) Such feedback and evaluation mechanisms can include the following: end of board meeting process evaluation forms completed by each board member and collated by the board secretary or other designated board member, annual board member self-evaluation forms completed by each board member and discussed privately by the board member with the board chair, board member evaluation forms completed by all board members for each board member seeking reappointment to the board, etc.
- Employ supportive constructive challenge by the board chair. Challenging the troublesome behavior of board members may be one of the most difficult but one of the most important jobs of the chair. It is suggested that the board chair take care to provide feedback privately, respectfully, calmly, in a timely manner, and with specificity about unacceptable behaviors as well as desired behaviors. Express appreciation for the board member’s contributions. Ask the board member for their perspective, listen attentively and if possible end on a positive note expressing optimism that behavior change can occur.
- Implement procedural changes such as the following if you have not already done so in order to be able to end the service of board members engaging in troublesome behaviors: define the length of a board member term of service, limit the number of terms to be served consecutively, and move away from automatic reappointments. (Best to have such procedural changes in place before you need to address troublesome behaviors.)
- Take corrective action. Taking corrective action might include acting in accordance with established board policies regarding absenteeism, conflict of interest, allowable length and terms of service, non-renewal of appointments of board members who continue to engage in troublesome behaviors, having the chair inform the offending board member that they will not be approved for reappointment at the end of their term, etc. Allow for graceful resignations that save face for resigning board members.
Policy Governance® establishes boardroom structure and processes that support positive board member behavior and discourage troublesome board member behavior. For information about the Policy Governance® system, please click https://www.BoardsOnCourse.com/policy-governance.