Running a board meeting is not like running other meetings. Company boards have specific and important responsibilities to uphold to shareholders, investors, and other stakeholders. Failing to do so can have consequences.

That said, these meetings need not be hard. In fact, a well-run board meeting can help management make better decisions more quickly and with greater impact. While boards are there to provide governance and oversight, they are also partners in the overall success of the company.

I see many CEOs struggle with running board meetings effectively. Sometimes it's because it's their first time in a leadership role and in other cases it's because they haven't developed a good strategy or clear plan for working with their board members.

While a board is there to oversee the management team and ensure the people leading the company are competent and acting in the best interests of the shareholders, it need not be adversarial or contentious. A good board wants to support their executive team and will do so when they are collaborating openly. Here are the suggestions I give CEOs for running their meetings. 

1. Establish your board purpose.

The first thing to establish is the purpose of the board. Some boards don't have an oversight role. Advisory boards are there to provide input, advice, and access to resources; they don't have voting or governance roles.

However, a board of directors most often does have fiduciary responsibilities. It is important to make sure the board's role is clear not only to you and your leadership team, but your board as well. 

2. Clarify decision making rights.

I've seen many CEOs end up at odds with their board because when things get tense, the decision making process becomes a source of friction or conflict.

It's best to immediately clarify how input will be collected, decisions made, and votes cast. Once this is clear, use it for every decision so that the process is set and everyone is familiar with the steps. Then, when big issues come up you can focus on making good decisions, not arguing over the process.

3. Distribute information prior.

While I recommend this for all meetings, for board meetings it is critical that you distribute information beforehand. Send out the agenda items, all background information needed, details on the options being considered, and what input and decisions are needed. This will save time and increase the effectiveness of your meeting.

4. Prioritize agenda items.

Like any meeting, it is important to prioritize agenda items. Too often I see CEOs putting off difficult discussions thinking they can address them later in the meeting. Instead, everyone gets tired and important items aren't given critical thought or they get deferred. Tackle important issues first, even if it's hard.

5. Use round robin.

It's important to get everyone's input during a board meeting. Formally giving everyone an equal chance to speak will make sure voices are heard. It prevents members from lobbying in new issues or ideas late in the process, or even making claims they didn't have input.

I like to use a round robin strategy. I present the agenda items and clarify if I'm looking for input, new options, or a vote. Then, I give everyone 2-3 minutes to write down their ideas. After, I allow each member 2-3 minutes to present without interruption. Some members may choose to pass, but by giving them the floor, they are accountable for not sharing their input.

6. Keep meeting notes.

Obviously, you need good notes for board meetings. While I don't recommend you record board meetings, good notes on what was discussed, options considered, input given, and decisions made can be both useful and important for the future. I typically take notes as the meeting progresses and distribute them after the meeting for comments and edits.

7. Summarize decisions.

When summarizing key decisions, I find it best to include the options considered but not chosen and other key points offered during the process. These notes can provide valuable insight when you're reviewing outcomes and learning how you can improve going forward.

8. Keep good records.

I like board books and running meeting minutes. These allow you to quickly reference previous agenda and meeting notes so that you don't rehash the same issues. If you have to search through old folders to find notes from previous discussions, it will kill a meeting's momentum.

A well-run board meeting will ensure that you get through your items effectively and efficiently. It will also help you leverage the advice and expertise of your board members.

Most importantly, a well-run board meeting will inspire the board's confidence in your performance as CEO. When things get tense, it can mean the difference between a board trusting your ability to execute and questioning your ability to lead.

Published on: Oct 31, 2019
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