The newsletter, this month, is in a question and answer format. The questioner is a real person and a board member of an Alaska Native Corporation, a for-profit corporation, whose stock is held by tribal members and their inheritors. She had just attended a BoardGrowth™ seminar on Policy & Procedures and Robert's Rules of Order.

As you are probably aware, any board of directors can have its "moments." The decisions it reaches can be vital to the economic life of an organization, and so the quality of the board and its proceedings is very important.

In the case of an Alaska Native Corporation, the decisions reached are vital to the lives of an entire community -- economic, as well as personal -- and so the way it functions is, likewise, vital.

The person asking these questions is new to her position on the board, but she is very interested in learning how to do the job right. I applaud her efforts.

Question/statement:

When you have family members sitting on a board, is it ok for them to work together to make motions and seconds all the time? I watch a family member doing that and then making the other family member second before anyone else has the chance.

Response:

I would suggest that you take your chairperson aside, when you have an opportunity, and suggest to him that, if staff or outsiders are attending the meeting, it could appear that one family is running the show. That's not an impression you want people to get.

Further, I would suggest to the chairman that he take the family members aside, explain the situation to them, and then call on other people for motions and seconds when the time comes.

Question/statement:

I am sure you noticed how our chairman runs the meetings. No matter how much we try to get him to be more professional, he is not. The result is that another board member takes charge and often has to be reminded that he is not the chair.

Response:

There are a couple of options here. Again, I would let the chairperson know that this concerns you deeply and personally. But, do it privately. I would also be careful to let him know that you are not attacking him, but rather would like to support him in his position. It is extremely important that this person not get the impression that you are hostile toward him.

Here are some options you can share with this person:

1. Read some of the articles on the BoardGrowth.com site.
2. Tap into the BoardGrowth™ webinar schedule and sign up for some of the upcoming trainings
3. Write into Ask BoardGrowth™ a specific question that our faculty can respond to directly.
4. Investigate using Board Coaching to tailor a training to a specific need of your board.

The important issue here is that the chairperson understands, from your communications with him, that you are committed to his success.

Question/statement:

I still see how much improvement the board needs to make to be professional and run the meetings appropriately. I tell you, I felt like some people were making their own rules after you left. Maybe they weren't paying attention to you, or maybe they misunderstood you. In one instance, a person could not keep her eyes open. I realize there's a health issue involved, but if we're going to serve on a board of directors, we should be prepared to deliver our services. If health is an issue, we should recognize that and do something about it. No one seems willing to bring this up, and it's kind of embarrassing to see it happening during board meetings and during our annual shareholders' meeting.

Response:

My guess is that you will have better luck with the first two issues (above) than you will with this one. I would certainly wait until the first two have been handled before I tackled it. This is a really tough issue, especially if the income from serving on the board is a matter of survival.

Question/statement:

The things you brought up in our council meetings should stay in our council meetings. In the past, board members would give information about very touchy issues to other family members, for example. The information included allegations against other board members. In turn, these allegations would be brought up during our annual shareholders' meeting. I would think that board members giving out this kind of information would be in violation of privacy. How can we handle this situation?

Response:

Sharing that kind of information, in that way, would be a violation of the code of ethics that should appear in your administrative policies. I suspect that your ethics section doesn't address this subject clearly enough. You can remedy this situation if the board or a sub-committee is willing to work on it.  Utilize Ask BoardGrowth™ for help in wording if needed.

Question/statement:

Is it appropriate for our current staff and board members to mock our past staff and board members, and keep blaming them for problems? As a new board member, I feel we need to work together to move forward. However, it's very hard to do when other board members and staff can't (or won't) seem to get beyond blaming past management. What is the appropriate way to handle this issue?

Response:

If you are constantly looking to the past, you are stuck in the past. I would suggest a session with the board, in which we dispel the past, define the lessons it taught us, and determine whether we have policies and practices in place to prevent this kind of thing happening again. Then we must begin talking about the future we want, and how to get there. In my experience, it takes well over a year for a group to get over the kind of trauma your group has been through, but it will take much longer unless there is a conscious effort to do it. I'd like to be absolutely clear on one thing: The route to renewed health is not through micromanagement. It's through learning and following the practices a board of directors must adhere to if it is to succeed.

An explanation: The trauma I refer to, above, is this: In the not-so-distant past, this corporation was the victim of some questionable investment practices, which left the organization with financial problems. As a result, the board has "issues" that it's working to overcome. -- Bill Dann

Question/statement:

I hope I have not stepped on any toes or otherwise gone out of bounds by bringing these things up. But I feel I need some answers from a professional to help me understand how I can do my job as a board member.

Response:

Leadership comes from all sources, often from where you least expect it. The challenge will be easing this group into a new future without making anyone feel that they're wrong; that they're somehow, "bad guys." It takes skill and knowledge to do that.

You seem to be interested in solutions, so I sense you might be a future leader. If so, you have a very real challenge. The group is lagging behind in terms of best practices for village corporations, and catching up will take REAL commitment. I applaud your willingness to step up. Feel free to call on me for help, because I am committed to the group's success.