Creating a Strategic Board Agenda
Board and committee meetings covers a broad range of topics. Time is at a premium and modern boards are expected – and want – to cover a growing list of new and evolving priorities, such as stakeholder challenges, industry trends, disclosure requirements, social impact activities, material climate risks, etc.
Does your organization have one of these challenges?
· Agendas for board and committee meetings are merely templates of last quarter or last year’s agenda.
· Agendas are mostly focused on past operational or compliance activity.
· Agendas are jammed full, without room to add future-oriented strategic topics.
Here are some ideas for crafting strategic board agendas to align with organizational priorities and effective governance.
Multi-Year Perspective. A well thought out governance calendar (also called a board workplan or board schedule) can help build board and committee agendas that are more thoughtful and strategical. A governance calendar is generally a meeting calendar planned out for 2-3 years with all known agenda items categorized by topic or theme (policies; risk; strategy; etc.). It is a valuable planning tool to provide a thorough and longer- term view of board agenda topics. It highlights when agendas are becoming cluttered or have gaps. It also facilitates a conversation about the topic’s value and whether there are more effective and efficient options.
Assess Purpose and Value. Carefully assess the value and purpose of all agenda items, and whether there has been scope creep. Assess the strategic insights the topic will provide. Consider the amount of management/staff time to generate the material, as well as board time to review and discuss it. Remove anything that is of limited value. Refine items that could be presented more concisely, efficiently or insightfully. Make it more difficult to add new agenda items by encouraging this same value assessment.
Be Deliberately Strategic. Most boards have, at minimum, an annual discussion on their strategic plan. Even if your board has done a good job of having more strategic discussions, often there is a desire for more. Be deliberate about finding new ways to broaden the discussion of strategic topics. Here are just a few examples of how:
o In advance of the strategic planning session, management and the board could discuss which topics and information would be helpful to support the board’s review and input into the strategic plan, such as industry trends, competitor information, options considered, organizational capacity for change, etc.
o Include a strategic plan dashboard/update in each quarterly board package.
o Reserve space on the agenda for a new strategic topic each quarter.
o Add strategic topics to dinner conversation if the board meets in person.
Forward-Looking Agenda. Include an annual “forward-looking agenda” item to allow time for the board to discuss special strategic topics that they want to advance and track progress during the year – i.e. topics that may not be on the regular agenda or deliverables in the strategic plan but are trending strategic topics or would enhance the organization’s resiliency. For example, this could include board governance enhancements; educational topics; maturing organizational capabilities; stakeholder insights; CEO succession planning; etc. The strategic nature of this annual conversation is valuable even if the board decides the current agendas are adequate.
Prioritize Strategic Topics. List topics in order of strategic importance, ensuring critical issues are addressed first. Group or consolidate similar concepts so the board can more easily draw connections on organizational capabilities, controls, and culture as well as applicable policies and frameworks.
Time Allocation. Assign realistic time slots to each agenda item, based on its priority and complexity, to manage meeting duration effectively. During meetings, compare the amount of time spent on a topic to the allocated time. This will help you get more precise on future agendas. It also provides data on where the board is really spending its time.
Background Material. Where more detailed information is helpful to facilitate informed discussions or to satisfy board interest, include concise, relevant pre-read materials. These materials are generally not meant to be presented during the meeting but are available for discussion, questions and feedback. When the information is intended to be optional reading, make that clear.
Consent Agenda. Use a consent agenda, so that the board can take material as read and pass standard resolutions without any discussion. Consent agendas save room on the main agenda for more meaningful conversations.
Each organization will have unique requirements and goals, depending on jurisdiction, maturity, industry, size and governance processes. Use the ideas that apply best to your organization and revisit them as your organization evolves.