1. Conducting Board and Trustee Assessments
Ohio Department of Higher Education Trustee Conference
November 9, 2017
Columbus, OH

2. HBCU Governance and Leadership Institute
Facilitator
Karen Bearden
Board Member, AGB
Chair, Kentucky State University Board of Regents

3. Objectives
Understand the purposes, processes, and methods of board and trustee assessment
Discuss how to use feedback from board and trustee assessments to improve board effectiveness
Share good ideas and answer questions

4. Agenda Assessment as a Tool to Facilitate Fiduciary Responsibilities
Research on Assessments
Discussion of Board Culture
Small Group Discussions
Sample Assessments
Wrap-up

5. Discussion Question
What are the barriers to board and trustee assessment?
Institutional history and traditions
Perceived burden to volunteers
Lack of board training and development
Perceived personal and fiduciary risks

6. Cycle of Performance Improvement
Set goals and expectations
Assess performance
Learn, change, improve

7. Trustees as Fiduciaries*
Fiduciary – One who holds some asset(s) in trust for another and is charged to act beneficially on behalf of the other in managing that asset.
The Asset – The college/university you govern, including mission & identity, property, human resources & educational product.
For Whom – Founders and sponsors, students and families, donors, alumni, (public)
*AGB Statement on Fiduciary Duties

8. Fiduciary Duties* Duty of Care
Act in good faith for best interests of institution
Act reasonably, competently and prudently
Duty of Loyalty
Put interest(s) of institution above all else
Do not act from self interest; no self-dealing
Conflict of loyalty
Duty of Obedience
Obligation to advance mission
Duty to act ethically and consistent with law
Serve a Public Purpose
*AGB Statement on Fiduciary Duties

9. What is board culture? How healthy is your board’s culture?
Discussion Question
What is board culture?
How healthy is your board’s culture?

10. The Significance of Culture
Culture defines the character of the group
Structure channels activity in certain directions; culture determines how we behave
“Culture eats structure for lunch,” Dick Chait
May enable or undermine effectiveness
Most visible board fiascos arise from dysfunctional cultures
Healthy culture is critical to board effectiveness

11. 10 Habits of Highly Effective Boards
Create a Culture of Inclusion
Uphold Basic Fiduciary Principles
Cultivate a Healthy Relationship with the President
Select an Effective Board Chair
Establish a Strong Governance Committee
Delegate Appropriate Decision-Making Authority to Committees
Consider Strategic Risk Factors
Provide Appropriate Oversight of Academic Quality
Develop a Renewed Commitment to Shared Governance
Focus on Accountability

12. How to Create and Support a Healthy Board Culture
Statement of mutual expectations for board behavior
Systematic reviews of the effectiveness of the board, committees, and individual trustees
Well-managed committee structures and agendas
Effective process for trustee selection
Robust orientation program
Continuing education
Mechanisms for self-discipline

13. Ongoing communica-tion
Effective Boards
Governance committee
Individual
assessments
Strategic plan
Ongoing communica-tion

14. When are Assessments Conducted? (Public Boards)*
*2014 AGB Survey of Higher Education Governance

15. Strategies for Creating Climate of Continuous Assessment
Boards should serve as models for institutions
Board evaluations are consistent with accreditation standards
Board evaluations can inspire confidence in leadership, affirm mission, vision and values

16. Execu-tion of Fiduciary Duties
Tone for Assess-ments
Mission focus
Climate of trust
Execu-tion of Fiduciary Duties
Values in action

17. The Approach and Process
Boards must create a strategic plan of work and values
Assessment must be embedded in the work of the board
Invite personal assessments
Empower and support the work of the Governance Committee
Empower and support the work of the Chair as champion for board effectiveness

18. Trustee Self-Review
Highlighted Statements from Illustrative Statement of Commitment and Responsibilities*
Stewardship: Act as stewards of the institution’s mission and values.
Governance: Provide oversight and review and approve strategies, policies, and plans for implementation while deferring to the college’s president and administrative staff to manage day-to-day business.
Participation: Attend and participate in the plenary meetings of the board, and actively contribute as a member of at lease one committee of the board.
General Conduct: Recognize that members do not act as individuals but as collective members of the board and that their obligations include the avoidance or full disclosure of conflicts of interest and even the appearance of conflict.
*AGB Press, The Governance Committee (Independent Institutions)

19. Assessment of Board Members
(see complete form in Resources section)

20. Ongoing Conversations
After the Assessment
Ongoing Conversations
Individual Trustees
Board Chair
Governance Committee Chair

21. Assessment of Meetings
Quick survey at end of meetings
Executive session (if allowed)
Observation by outside expert

22. Assessment of Committees
Strategic focus
Right people on the bus
Materials, preparation, participation
Leadership
Relationship to board
(See sample)

23. Assessment of Board Chair
Timing—new practice, start with new chair
Governance or executive committee
Job description/expectations as basis
Developmental—improve incumbent and position
Interviews, focused survey, or items in board assessment

24. Board Assessment Mission and Strategy Leadership and Governance
Institutional Sustainability
Quality of Educational Experience
Board Performance
Board Culture
Board Member Satisfaction
Policies and Practices
(See sample--Handout)

25. Resources AGB Publications AGB Board Assessment Service
Institute for Board Chairs and Presidents
Other AGB members

26. Resources
RESOURCES
AGB Sample Board Assessment Survey 2016 (AGB, 2016)—Handout
“Appendix D: Illustrative Board Member Assessment.” The Governance Committee. AGB Press 2013.
Davis, Mary G. “Rx for a Successful Board: A Healthy Board Culture.” November/December 2014.
Holtschneider, Dennis H. “The Incalculable Benefits of Revitalizing Your Board.” Trusteeship. May/June 2013.
Legon, Richard D. “10 Habits of Highly Effective Boards.” Trusteeship. March/April 2014.

27. Thank You
We value your feedback. JP