You have probably attended a board meeting where decisions reached are not properly summarized for effective follow-up and accountability. And accordingly, no progress is visible. There are boards where the same issues keep coming up for discussion again and again. Sometimes it is a lack of resources allocated to dispose-off the issue. At other times, it is a lack of proper responsibility specified to champion the decision.
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The 9th reason why board meetings fail is the inability to summarize action points or matters arising from the board meeting. The result is a lack of understanding of the next actions or steps to be taken and by whom. Being clear on the next actions is essential especially during pandemic times like these as any board decision or resolution must be implemented and an update provided even before the next board meeting since the rate of change is fast.
One sign of a bad board meeting is the quality of the board meeting minutes, which tend to capture all the board business verbatim. It is common to find board meeting minutes being so bulky like 30 or 50 pages – making it difficult to read and identify the key decisions that arose. Good board minutes, usually are brief to the point.
And always have an attached list of board resolutions, directions, or instructions and matters arising with clear indicated cost implications or budget to actualize them. See Table 1 for a sample board matters arising template. You are free to adjust the template to fit your business.
Table 1: Minutes of the matters arising from the board meeting on 29th May 2020
As you can see in Table 1, matters arising summary actions must be prepared and sent to all board members together with the board meetings. The summary shows the next actions and the corresponding meeting agenda item or minute that led to it. Any new board member without time to review all the bulky board meeting minutes can read the board matters arising summary table to see the progress of the key results.
In some companies, the chairman moves with the file containing summaries of all board matters arising. And one of the major items on the next board meeting agenda is the update on the matters arising from the previous board meeting. Management must provide proper explanations. Otherwise, talking and talking without action wastes time and is a sign of bad governance and a bad board.
Tip: As a new board member, request to review the matters arising from all board meetings to assess the effectiveness of the board. Did the board implement all the matters that were discussed? Did the board provide adequate support and budget to the executive to implement the agreed action points?
Also, look at the list of the board resolutions and instructions and extent of implementation. That will give you clarity on the kind of board you have joined.
To be continued, in part 3. To read part 1, click here
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Copyright Mustapha B Mugisa, 2020. All rights reserved.