Will  (00:02):

Welcome to the One Question Podcast from OBRIEN / Governance Design, who specialise in corporate governance for the public and not-for-profits sectors. I’m Will Francis, and in each episode I ask Trish O’Brien a different question about corporate governance. In this episode, the question is, as a board secretary, how can I engage board members in professional development? Hi Trish.

Trish:

Hi Will, how are you doing?

Will:

I’m good, thanks. Very good. So in our last discussion, we talked about induction for board members and you suggested that when induction is being designed by a secretary or by someone else supporting the board, that it’s useful to structure it around the main roles of the board.

Trish (00:44):

Yeah. So the last time we talked about what I’m proposing are the three key roles of the board, and we suggested that they are: providing strategic direction to the organisation, being accountable, which is for corporate governance and including financial accountability, and fulfilling stakeholder responsibilities. And really what we’ve been saying is that if we can accept that these are the three key roles of board members than perhaps we should be thinking about what we tell board members at induction and how this information will help them to fulfil those roles.

Will  (01:17):

And so, you’re seeing a connection between induction and professional development?

Trish (01:22):

I don’t think there’s any reason why we shouldn’t be thinking about professional development in the same way as induction. What professional development opportunities are we making available and how will they help board members to fulfil their roles?

Will  (01:34):

Right. So first just tell us what professional development is in this context.

Trish (01:40):

Well it’s supposed to support board members to maintain, improve and develop their knowledge and skills as a board member. So, at the point of induction, you’ve tried to set the scene for them. You try to set out those roles, those responsibilities, to give them the information they need. And professional development is really how you’re going to provide continuous support to them during their term as a board member.

Will  (02:05):

Right. And is professional development covered by the Code of Practice and the Charities Governance Code and if so, what do they say about it?

Trish (02:13):

Okay. So again, just useful to go back to these primary sources for corporate governance. The Code of Practice for the Governance of State Bodies, it says that the responsibilities of the secretary of the board include … they use the term ‘mentoring for board members’ and assisting with ongoing professional development as required. And then you have the Charities Governance Code, and that says that regular skills audits should be done that lead to appropriate training and development for charity trustees. And that’s something important. I think I’ll come back to that idea of a skills audit before we finish.

Will  (02:52):

Yes, we must because it’s definitely important. So how is professional development normally delivered?

Trish (03:00):

A lot of professional development offered to board members by organisations is often in the form of maybe a half-day workshop run by an external organisation of some sort. For instance, it could be maybe a session on finance for board members who come from a non-financial background, or it could be a session on risk management, which is another corporate governance responsibility of board members. So, what often happens is, the secretary will provide information about those sessions to board members and the organisation will then pay for board members to attend a session if they want to. That’s kind of a common model for how professional development is implemented.

Will  (03:43):

And these sessions aren’t compulsory? Board members don’t have to attend professional development sessions?

Trish (03:51):

Generally no, and again, you might think that they should have to, but I think we need to remember, I suppose, that board members in the public and the not-for-profit sectors they, most of the time, don’t get paid for being board members. They have a lot of responsibility you know, preparing for and attending board meetings and often subcommittee meetings. All of that takes a lot of time. And they’re also coming from different circumstances. So, you could have a board member who’s retired or semi-retired. You’ve got others who could be mid-career professionals. Some are directors or CEOs of their own organisations. Others still could be international representatives who only are available to attend board meetings. So, there’s a range of circumstances that might make someone, you know more or less available and I suppose frankly, more or less willing to attend professional development. The secretary has to sort of consider these things by working with the chair and promoting these professional development opportunities.

Will  (05:00):

And, you know, typically what’s the appetite for professional development. Do board members typically understand the value and the importance of these sessions?

Trish (05:12):

Well, I think they often do. But I think a lot of factors come into play as to whether or not they will be able to engage with them or are not. And a lot of it is logistical reasons, is it in the right place at the right time. Are they available. And sometimes it can be just the types of professional development that are made available to them. From their perspective, it may not be something that is filling a gap in their knowledge and it has no value. So, it differs, I think.

Will  (05:45):

Okay, now you’ve chosen this area to talk about because it comes up as an issue during external evaluations. Is it an issue for the secretary or for board members?

Trish (05:58):

Secretaries can get a little frustrated sometimes because they are sourcing these professional development opportunities. They’re telling board members about them and they’re not always being taken up. So that can be a source of irritation. Sometimes then it’s board members themselves. They’ve made comments to us when we’ve been doing evaluations about professional development and again, going back to what we’ve just said as to why they would engage or not.  Some feel that professional development opportunities are being repeated all the time and aren’t relevant, that’s particularly the more seasoned board member who has been around for a number of years and, and, you know, feels that this is just repetition and something that isn’t adding value for them. And then others have said that they’ve attended professional development, but didn’t think it was particularly, maybe it was just too generic, and it didn’t really address their specific needs.

Trish (07:02):

So it can be an issue for the secretary, who is kind of trying to make these things happen, and for board members, and it can also be an issue for the chair, particularly if they’re concerned … they may feel that board members do need some support, but aren’t availing of professional development. One example is often chairs are concerned that there isn’t enough financial knowledge amongst board members. And maybe that they are shying away from asking questions about budgets and financial reports because of that. And they want them to address that through professional development, but it’s not really happening. So that can be an issue for the chair as well.

Will  (07:40):

Yeah. I can see that. So quite a lot of issues there for the secretary who is trying to make this work, what thoughts have you got about how to improve professional development for board members?

Trish (07:51):

Yeah, well, I do think professional development is a hard one because it requires that investment of more time from board members when they already give a lot. I don’t think this is a simple area. And I suppose my overall conclusion is that it’s difficult to provide successful professional development unless it’s individualised, at least to some extent. When we talked about induction, we talked about people coming from different backgrounds, having different skills, knowledge, experiences to bring to the board. And we said that induction for new board members should really think about the board member as an individual and emphasise the supports they required to fulfil their roles. So, if we go back to how we’re categorising those roles …, providing strategic direction, being accountable through corporate governance and fulfilling stakeholder responsibilities… I think, again, if those are the roles, I think we should be working with board members to establish what professional development they need to support them on an ongoing basis in each of those areas.

Will  (09:01):

Okay. So, can you give us an example of what you might mean there?

Trish (09:05):

Okay. Well, you could have a board member who feels that they’re lacking in knowledge about the organisation itself. And sometimes, I know this sounds strange, but sometimes this is an area that isn’t given enough attention, the actual organisation that the board member is on. And if you’re in a public body, you have legislation that’s formed the organisation, that gives the board its responsibilities, and they may not be that aware of the legislation and what it contains … if you’re in a charity, you have a constitution … they may not feel that they have enough basic knowledge of the actual legislation itself, of the public policy environment that they’re in, which can be quite complex. And that lack of knowledge could be impacting on their ability to provide strategic direction.

Trish (09:54):

So, if you don’t have that background you’re not necessarily best placed to support strategy. So if that could be acknowledged and worked through with a board member, that’s something that, that perhaps the secretary could think about organising some sessions in house over, you know, a couple of sessions over a year, again, maybe recorded that could bridge that gap. So I think that’s an example of, of a board member identifying a specific need and that being addressed, another one might be, you could have a board member who knows the legislation, knows the policy environment, is very comfortable in terms of all of that, but actually doesn’t know very much about the corporate governance side of things. I think again, if that could be identified, the secretary could maybe tease that out with them, talk to them about potential external sessions that could help them.

Trish (10:47):

And if we take that third responsibility, the stakeholder responsibilities aspect of things, if you have board members who feel that they just don’t know very much about how the organisation works with other organisations, or with benefactors, again, that could be something that the secretary could look at internally, maybe combined with some kind of external session to build that knowledge. So, I’m advocating that kind of individualised approach, which it does take time and effort to develop, no question about it, and there’s a lot of other priorities going on. But I think what it’s doing is it’s, you’re trying from the outset, and on a continuous basis, to professionalise your board and to get them to the point whereby they can all equally engage in discussion and decision making and that, that should be leading to better decision making in the future. So, to me, it’s an investment of time that’s very much worth making.

Will  (11:42):

Yeah. And the way you’re describing it, that sounds to me like professional development doesn’t necessarily have to be developed externally. It can also be developed internally as well.

Trish (11:55):

Yeah. There’s a lot of good training courses available externally and that’s certainly fine and it’s appropriate, and useful a lot of the time. But I also think that professional development, it can be organised internally, particularly around organisation specific issues: what’s the strategy, what are the objectives, the organisation’s legislation, its constitution, building up sector knowledge, maybe even inviting somebody into the board. To me, all of that is contributing to professional development.

Will  (12:31):

Yeah. That makes a lot of sense. And it’s probably more efficient as well an approach. But even with a more individualised approach, it’s still hard to ask board members for more of that time. Isn’t it?

Trish (12:44):

Yeah, no, I agree. I think you know, in taking that sort of individual approach, you’re hoping to increase engagement and the likelihood of involvement in professional development, but it’s still a practical difficulty for a lot of board members with issues of work and distance to travel and home issues to contend with.

In terms of induction, we talked about the secretary, maybe thinking about different formats for delivery. And I think the same thing actually applies to professional development. So just a few things to think about there, I think, thinking about whether an internal professional development session could be recorded and made available to board members when they have time to review, it makes an awful lot of sense to me. Again, as you’ve said previously, this may not be something people have a natural tendency towards.

Trish (13:34):

But I think really it can be extremely helpful for the organisation and the board member. I think maybe also just trying to source some external supports that can be delivered remotely and maybe even individually.  One of the things we’re thinking about in the company is providing some individual coaching sessions for board and committee members. So, this idea that you could have a coaching number of hours that can be drawn down when needed. Because I think we need to get away from professional development being only available when we can supply it. I think that it has to be there at the point of requirement. And I think also just maybe looking at online workshops for groups … it’s a much more equal opportunity if you can do some of these things online.

Will  (14:28):

In one of those codes that you referenced at the start, you talked about a skills audit and said that we’d come back to that in more detail. It sounds a bit like what you’ve been describing, figuring out what skills are available and which ones need to be strengthened.

Trish (14:43):

Yeah. I think it’s very much along the same lines and yes, the Charities Governance Code, it mentioned specifically the skills audit, which is why I wanted to particularly use that language. And I, I quite the skills audit idea.  It’s looking at professional development in the context of the individual, identifying maybe areas of strength as well as areas for improvement. And when you do this kind of audit for all board members at the same time, it’s also giving you a sense of where is the board as a whole, and it helps you maybe to get an overall view of how you need to create a more balanced board so that everybody can contribute.  You’ll see templates online for skills audits and they tend to be done in the form of maybe a questionnaire that asks each board member about how they rate themselves under different areas to do with their roles as a board member.

Will  (15:41):

And what kind of things do skills audit questionnaires normally cover?

Trish (15:45):

They usually have categories that look at things like maybe corporate governance knowledge, the extent to which they feel they know enough to fulfil their responsibilities for corporate and financial accountability. And maybe sector knowledge, how knowledgeable they feel about the sector and the area that the board is working within. So, you can see that that corresponds with the types of things that we’ve been discussing here as being key roles of the board. They also look at things like board member attributes and competencies. Things like how board members contribute to meetings and work as part of the board. I would say that some examples of skills audits, they can be maybe a little bit over engineered.  There’s one which kind of assigns scores based on a combination of self-assessment by board members, peer review from other board members, and then assessment by the chair, so you’ve got this kind of triangulation of assessment going on.

Trish (16:47):

I’m not suggesting that that couldn’t be helpful, but I think that I would just caution in maybe the early stages, if you haven’t done a skills audit before, to maybe instead, just to think about what you want to know, what you want to establish from that skills audit, which is really where are the strengths and the board members skills and where are there areas that could be strengthened and improved upon, and the job then I think when you have that information is to consider with the chair and the board members how best you can support board members in strengthening their skills. So, if we go back again to our categories, we’re saying those responsibilities are around providing strategic direction, fulfilling corporate and financial responsibilities, stakeholder engagement. And I think if you can start there then I think you can design a skills audit questionnaire that will work for the board. And we’ve put up a sample on the website along with this podcast that might help in terms of providing a first draft.

Will  (17:50):

That’s great. Very insightful, Trish, thank you. The main points I think I’ve taken from what we’ve talked about, specifically for the secretary to the board, are that professional development is an important way of helping board members to do their jobs effectively, but it’s another draw on board members’ time. So, you need to invest some time in trying to make it work for them. If you can be a bit more individual and targeted, you might have more success with engaging board members in professional development. And then really there’s a need to plan professional development around the roles of board members. You know, you talked about providing strategic direction, corporate and financial governance and engaging with stakeholders as being the important roles, right? So, it’s about planning that development around those roles. And then if you’re using a skills audit, just keep it straightforward and think about organising your questions around these or similar areas of responsibility that work for your organisation. Would you say that’s a good summary?

Trish:

Yeah, I think that’s a very good summary.

Will:

Yeah, that’s great. Thanks for that.

In our next episode, we’re going to turn our attention to a different kind of issue that often arises during external evaluation of boards. We’re going to be asking the question, how can you keep boards properly connected to the work of the subcommittees they create?I hope you’ll join us and don’t forget; you can find out more and access resources, templates, and the One Question Guides on obriengd.ie. Thanks for listening.