TIPS FOR BECOMING A BETTER BOARD MEMBER

1. Journals: subscribe to Modern Health Care and Trustee magazines. These are great sources for industry news and effective governance. (see resources)

2. Education: attend at least one extramural health care and governance educational seminar every other year. (see resources for options).

3. Financial statements: if you don’t already possess the ability, develop the skill to read and interpret financial statements immediately.

4. Medical staff and physician groups: take time to meet with several representatives to better understand these groups aspirations, challenges, and their perspective on health care and of the organization’s strengths and weaknesses.

5. Directors and Officers (D & O) liability insurance coverage and indemnification: check on the limits and key provisions of your hospital’s policy. Request that your hospital’s counsel make a presentation on the topic at an upcoming board meeting.

6. Apprenticeship: if you are a new board member, expect to serve an apprenticeship with a journeyman board member. It takes the most able and committed person with no health care experience at least a year to get up to speed (that is, understanding the health care industry, your local market, your organization, challenges and opportunities).

7. Stakeholders: your overarching and fundamental obligation as a board member is to protect and advance the interest of stakeholders. Issues, policies and decisions should be viewed through their eyes.

8. Governance responsibilities and roles: Do everything you can to help your board stay on track, avoiding issues and tasks that are irrelevant, inconsequential, or better handled by others.

9. Vision: become fixated on your organization’s vision. Everything you do should be directed toward fulfilling it.

10. Governance not management: Whenever a board slips into the role of management (meddling) both the quality of governance and management declines.

11. Information: the quality of governance can never exceed the quality of information your board receives. Constantly assess it in terms of: timeliness, accuracy, potential bias, what has been left out and unsaid, unstated assumptions, the frame of reference of whoever compiled it.

12. Preparation: Prior to board and committee meetings carefully read agenda materials, proposals and recommendations up for discussion and vote.

13. Participate: it is impossible to contribute unless you do.

12. Question and challenge: One of the most important functions of a board is to serve as a source of checks and balances, particularly when significant issues are being discussed.

13. Tenacity: Be tenacious in exploring an issue when your gut tells you that all is not right.

14. Big issues should have time to match: It is far easier to deal with simple and inconsequential matters: the routine often drives the non-routine. When a decision has significant consequences and is risky, demand that the board have the patience to deliberate it properly.

15. Vote your conscience: be willing to express a dissenting opinion and to vote no. Share your rationale and be sure it is reflected in the notes.

16. Don’t talk too much: The best boards are characterized by relatively even participation across all members.

17. Don’t show off: leave your ego at the boardroom door.

18. Effective and efficient meetings: the board chair has a particularly important role in facilitating effective and efficient meetings. Learn how to do this well (see resources).

19. Never take action alone: your board exists and can only act as a group. When a board meeting is over, your authority evaporates like a referee’s at the end of a game. As an individual outside the board room, don’t ever make demands of management, make promises to medical staff or employees or meddle in operations.

20. Do not compromise your ethics and values: Never do or say anything in the board room that you wouldn’t want to read about on the front page of your local newspaper the next morning.

21. Support your board’s decisions and policies (even if you voted against the decision): To govern well, your board must speak as a single voice. If you are continually unable to join in the chorus after having sung your song, consider resigning.

22. Express your concerns: if you have concerns about what your board is doing or how it is going about it, express them. First talk to the board chair, if that doesn’t work, request that the matter appear on the agenda.

23. Never perform nongovernance work for your organization (even on a nonpaid basis): For example, if you are an information consultant, let someone on staff prepare the RFP for the new computer system. Regardless of the contribution you might make, doing so will jeopardize your objectivity as a board member and blur the line between governance and management.

24. Keep a professional distance from second and third-line executives, management staff, and employees. It is essential to scrupulously avoid even the appearance of providing others an opportunity to do an end run around the CEO.

25. Be aware of conflicts of interest: As an engaged and successful member of the community you will have conflicts of interest; they’re unavoidable. Disclose any personal and professional conflicts on an annual basis, as well as report significant conflicts, as they arise. If others, or you, consider the conflict to be material, extricate yourself from all involvement in the matter-leave the room and do not discuss the issue with management or your board colleagues.

26. Confidentiality: keep sensitive information within the board room setting and don’t discuss these issues with friends, associates or family members. You will rarely get into trouble (or compromise your board or organization) by saying too little.

27. If you don’t have something good to say, don’t say anything at all. Airing negative opinions outside the boardroom about any aspect of the organization reduces your ability to be effective.

28. Consider appearances: be careful about how you interact with the competition, for example, don’t be a regular golf partner with a competitive CEO, avoid being a patient at a rival facility, etc.

29. Get to know your fellow board members, including the CEO. Good relationships are a powerful elixirs that facilitate how, and how well, a board does its work.

30. If you are a CEO or board chair, take each member of the board out to dinner at least once a year.

31. Do a personal accounting of your board membership. What are you giving and getting back? Is there rough parity between the two? Relative parity assures continued motivation and energy for your board work.

32. Self examination: once a year, engage in a careful, thoughtful, and critical self-examination of your role as a member of the board. Key questions are noted below.

• How am I performing? How can I perform better?
• How much of a contribution have I made over the last year? What specific things could I do to make a greater contribution?
• What are some of the things I do in meetings that impede board performance?
• What are some things that I refrain from doing, but shouldn’t?
• Do I have the time and energy to be an engaged and active member of this board?
• Do I still enjoy being a member of this board?

35. Know your limits: when you realize that you do not have the time, energy, or commitment to serve on this board, or have had too many instances where you find it difficult (or impossible) to support its policies and decisions-resign. Do so gracefully and with style, but do it.