Case Study: Establishing Transparency

Key Insight: While some associations may look to narrow down the number of applications received, this group needed to expand the field of applicants. By giving members information about how to apply to the board and what the expectations and experience asked of board members were, they created a more transparent process and received more applications. This group has more than 40,000 members within the healthcare profession. The association has annual revenue of more than $27 million.
This is an excerpt from Recruit the Right Board (PDF version), which offers insight into the identification of needed competencies and provides a framework for recruitment, nomination, and selection processes to build a board with the right mix of skills, knowledge, and other characteristics to perform optimally.
Board composition
The board is composed of 11 members who serve three-year terms plus the four officers. Prior to the development of the current governance structure, the association had gone through numerous changes, including a recent merger that consolidated the two original boards into one. Once the association reached a point of stability, the board recognized that changes to its composition and structure were necessary to meet the expanding needs of the association.
Changes to governance structure
The primary motivation for changing the structure was that the board needed additional skills and competencies to advance strategic direction. The chair led the board in making changes and began discussing with the board its composition and nomination process.
After the organizations and boards merged, there was no clear process to populate the next-generation board. The staff and board lacked clear, common goals, so the first action was for the chair to lead efforts to strengthen and align staff and board leadership relations. Second, the nominating committee was solely responsible for the selection of new board members, excluding the board from any input. Changes resulted in formalizing and publishing a process, which improved transparency.
Nominating committee
This new process included evolving the nominating committee and renaming it as the leadership committee to reflect its more robust leadership function. The leadership committee was tasked with the responsibility of identifying, cultivating, and recruiting leadership candidates. They culled a list of candidates that became a mechanism for the board to slate the new members. Lastly, membership lacked an understanding of the process to become a board member. Increasing transparency gave members the feeling that they could apply to be on the board. This resulted in around 150 applications—where the prior year there had been two to three. Although at times it felt like the process was breaking, it was being reformed.
With the changes to the governance structure, a primary focus was to improve transparency. The association used three strategies to approach this: better communication between the staff and the board, involving the nominating committee in the selection of new members, and educating members about how to engage in leadership opportunities.
Cultivation
To fulfill its new responsibility of cultivating leaders, the leadership committee uses development and education to ensure association members will have the skills necessary to serve on the board.
Applicants are not required to have been involved in other Group C activities; however, committees, councils, and task forces are a mechanism to evaluate leadership involvement within the association. An additional component of board member cultivation is that board and staff members better understand the needs of the association and can identify and reach out to individual members who may be a good fit for the board.
Competencies
The board created a list of competencies to be considered for all candidates for board positions. The following list of competencies is shared annually with the membership during the call for applicants:
- strategic leadership skills
- solid governance experience
- exemplify the core values of the association
- significant knowledge of the healthcare industry
- strategic thinker
- good fiscal steward
- committed to the improvement of healthcare delivery and/or the profession
- excellent communication skills
- critical thinker
- ability to build trust and foster collaboration across team members
- courage to disagree with colleagues when in the best interest of the association
- represent the best interest of the membership
Diversity
The board provided direction to the leadership committee regarding the framework for diversity to address changing needs in the industry. The board of directors in its entirety should
- reflect the competencies outlined above.
- comprise individuals with broad experience coming from various backgrounds and offering differing perspectives.
- comprise a cross-representation of individuals who have experience with the various organizations in which practice professionals work—e.g., large integrated systems, multi-specialty practices, single specialty practices, academic practices, etc.
- reflect gender, geographical, generational, and other diversity factors.
- reflect diverse thinking styles so that issues can be considered from multiple perspectives.
Modifying the slate
The election process involves the presentation of a non-competitive slate of candidates. The slate may be modified after its presentation. According to the bylaws, the membership has 30 days to dispute the new class of board members and petition another candidate or slate.
Authority
The leadership committee holds significant authority in the nomination process. They are responsible for creating the slate of candidates and presenting this slate to the board and ultimately to the membership. In addition, they select the officer candidates who will rotate through all executive leadership positions. The membership’s authority is that members are able to petition the slate if they do not approve of the selections made by the leadership committee.
Role of the CEO and staff
The CEO sits on the nominating committee as an ex officio (nonvoting) member and is the advisor and staff liaison, respectively. The CEO also sits on the board as an ex officio (nonvoting) member and will often recommend individuals who may be a valuable addition to the board, as well as contribute to discussions about potential candidates. The CEO’s role involves taking the longer view for both the needs of the organization as well as the representation of the organization. Because leadership committee members serve two-year terms, the CEO guides the board to ensure that the association’s long-term diversity goals and vision are being met. For instance, one goal is to ensure that over a five-year period the board is well represented by different professions and demographics. The CEO also takes on the role of an ambassador for the association by managing the expectations of prospective applicants. However, if the leadership committee is interested in particular candidates, a staff member makes the inquiry rather than the CEO.