Board and governance

I have served on the boards of Bow Valley College and the Peter Lougheed Centre, contributing to governance in post-secondary education and healthcare. Both are institutions where the consequences of a decision land on real people quickly, which is a healthy discipline for any director.

My family also funds three scholarships honouring my father, my brother Richard and Momma C. Education and healthcare are where our philanthropy goes, because both are places where one decision can change the direction of a life.

A board exists to hire and, when necessary, replace the chief executive, to approve and stress test strategy, to protect the institution's finances and integrity, and to hold management accountable to the measures it agreed to. Everything else is commentary.

The most common failure is drift in either direction. Boards that slide into management create confusion and demoralise the executive team. Boards that slide into ceremony approve whatever arrives in the package and discover problems from the media. The useful position is uncomfortable for everyone: engaged, informed and restrained.

What number are we not looking at? Every organisation has one, and it is usually running the place. A director who can surface it without triggering defensiveness is worth the whole meeting.

What would have to be true for this plan to work? It converts an argument about opinions into a conversation about assumptions, which can be tested.

What are we choosing not to do? Strategy is a set of refusals. A plan with no refusals is a budget with adjectives.

Who is ready to do this job if our chief executive leaves tomorrow? Succession is not an event, it is a decade. Boards that begin the conversation when a resignation arrives have already failed the test.

Where could we be embarrassed? Culture, safety, privacy and conduct risks rarely appear in the financial package until they are expensive.

In healthcare and education the stakeholder map is wider than in a private company, and the definition of performance is contested by design. Directors have to hold financial discipline and mission integrity at the same time, which means resisting two easy exits: treating the institution as a business with a nicer mission statement, or treating the mission as a reason to avoid hard numbers.

The practical answer is to be explicit about the trade. If a decision protects the mission at a financial cost, say so, record it, and agree how long the organisation can carry it.

Most of my current governance work is with owner-led and founder-led companies building their first real board or advisory board. The early mistakes are predictable: recruiting friends, writing no terms of reference, running meetings with no pre-reading, and giving directors no way to see the business other than through management's slides.

I help design the board that the company actually needs at its size, set the information package, establish the annual calendar of strategy, budget, risk and succession, and coach the founder through the shift from deciding alone to deciding in view of others. That shift is the hardest part and the most valuable.