We have observed many instances where elected and appointed directors and trustees, who had joined the board with good intentions, become disillusioned and dissatisfied for a variety of reasons.  It may have been the recruitment process, lack of induction, the conduct of meetings or mismatch of personalities that are to blame.  This invariably leads to a board being disengaged which is not a good scenario for any Trust or Association.
Recruitment process
The first step is to determine what skills set, connections and qualifications are required. Long gone are the days where shoulder tapping is the preferred method, although it still has its place.  A vacancy at board level should be treated like any other personnel opportunity. Using industry networks and social media invariably produce a number of promising candidates depending on the image and substance of the recruiting organisation.

Preliminary briefing
Agreement around pre-determined criteria for an appointment should be reached between board members. Expressions of interest should require a full CV on which to base a short list of prospects, benchmarked against the agreed criteria. This should be followed by a meeting between the candidate, the Chair and one other board member so the candidates gain a more detailed understanding about the organisation and their envisaged role in it.  From this, one preferred prospect will emerge.
Job specification
We recommend a written job specification and role description as a minimum. This is a must and has to be in writing.  It should document the relationship between the organisation and the director or trustee. This enables the candidates to weigh up the consequences of involvement in terms of time commitments and responsibilities.
Statutory information
Additional requirements are a written declaration by the prospect (prior to appointment) of any perceived conflict of interest and a statement to the effect of not being debarred on judicial grounds to serve as a director or trustee.
Peer orientation
With the best intention, pre-briefing of a newcomer to the board may not be enough for them to get a sufficient understanding of the organisation, its purposes and culture.  The assignment of a “buddy” colleague during the critical first six month is a good way to ensure a robust involvement.
Timely and adequate notice of meetings
Directors and trustees often have other demands on their time.  Setting fixed meeting dates early in the year or according to an agreed pattern from meeting to meeting are a good way to accommodate other priorities and ensure that they participate on most occasions.
Explicit agenda supported by briefing documents
Many meetings are hampered in their effectiveness by failure to release sufficient information well in advance of a meeting date. Advising the board of the agenda well in advance, and in a preferred format, is essential to encourage debate and can result in better decision making.
Operational and financial reports
Board members are required to be fully informed on all critical operational and financial implications that should be well documented for presentation and discussion.  This places emphasis on executive and consultant competencies ensuring the right decisions are taken.
Strategy and implementation
Setting the strategic direction is a primary board responsibility, as is its implementation and constant monitoring.  Six monthly reviews should be the preferred option and if necessary, make minor adjustments to deal with changes in the operating environment.
Periodic performance review
There is room for self-criticism at board level backed by an annual performance review.  It requires team effort with everybody contributing their fair share to direct the organisation.  Weak performance by one member can diminish the effort of the whole body. Avoiding corrective action for the sake of harmony is not advisable, as lack of contribution can be infectious and gradually reduce the overall effort to the detriment of the organisation.
Chairmanship
The Chair’s principal role is to preside over the proceedings at the meeting and act as a referee in procedural matters.  It requires wisdom, experience and fairness to fulfil this role to best effect.  The Chairman should not be required to play a functional role, but oversee and monitor the board and guide it in its decisions.
Governance Compliance
There is provision in most corporate legislation for a compliance officer with a clear understanding of the regulatory regime under which the entity operates.  S/he works closely with the Chair in ensuring the statutory compliance on which the board depends in carrying out its responsibilities.The New Zealand Association Resource Centre Trust adheres to these recommendations and can assist on the implementation of good board practices.
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