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The Governance Committee: A Key Element of a Successful Strategy

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I am not a fan of having numerous standing board committees for arts organizations. I appreciate the need for a finance committee, a separate audit committee (the same people who approve the budget at the beginning of the year should not be responsible for auditing financial performance at year end), an executive committee (that can operate when the entire board is in recess), etc. But I prefer board members to spend time in the community, building support for the organization, rather than to sit in endless committee meetings.

But there is one committee that is crucial, and that is carelessly assembled all too often: the governance committee (sometimes called the nominating committee).

The governance committee has four central roles:

- Determining what the composition of the board should be in the coming years. I call this formulating the 'ideal board.' This requires an evaluation of the needs and strategy of the organization and a determination of the kinds of people -- level of resources, professional expertise access to others, etc. -- who are needed on the board.

- Evaluating the current board members to determine who is and who is not fulfilling their obligations to the organization, asking those who can no longer be effective to leave the board, and creating goals and objectives with remaining board members for their participation in the coming year.

- Creating and implementing a strategy for acquiring the board members needed to ensure that all of the requirements outlined by the 'ideal board' are met. (This is the nominating aspect of the charter of the governance committee, but note this is only a part of the committee's responsibilities.)

- Developing and implementing a succession plan for board leadership. The selection of a chair is a critical activity -- the chair must be able to manage the board, lead by example with respect to giving and soliciting funds, collaborate with staff and represent the organization in a number of settings.

Each of these roles and activities is crucial and has a major impact on the future of the organization. Those serving on the Governance Committee must be able to analyze needs, evaluate people, develop strategy and command the respect of those within and outside of the organization.

They must have connections and knowledge of a broad and diverse cross section of the community.

Too often, a nominating committee is created by assembling a group of friends who are sociable and well-connected. But when members of this committee all come from the same social set, it means that only one part of the community will be mined for new board members. This limits the organization's ability to build earned and contributed revenue.

It is especially important that the chair of this committee command the respect of the entire board. The committee chair will be responsible for leading the efforts to evaluate board members and to select a new board chair. These can be difficult and emotional processes. A well-chosen committee chair can make these processes far easier for the organization and can avoid the schisms that too often develop when making these decisions.