Lions, Tigers, and Executive Committees, Oh My!

Have you ever seen kids playing backyard football?  The positions are haphazard – the kid 3 times bigger than everybody else may be the wide receiver, the littlest one may be playing defensive line.  It’s loose.  It’s simple. It’s wonderful.

Fast forward a few years and those same kids are playing high school football; now, however, players are divided and assigned to positions based on their specific skills.  If you’re a 6 foot two 190 pound player with 4.2 speed and incredible hands, you’re assigned wide receiver; a 6 foot 8, 350 pound beast who can squat 400 pounds, you’re a lineman.  Each player meets, trains, and practices in their position group.  The head coach has delegated authority and responsibility to the position coaches to prepare its players for when all the positions come together as a team on game day.

So it is with board committees:  directors are assigned to committees based upon their specific gifts and skills and the board delegates authority to the committees to do the necessary grunt work to move the entire organization forward as a team.

In my experience, once a nonprofit reaches a level of sophistication and complexity, committees are essential for maximizing the directors’ contributions and for getting the organization’ work done.  Each director should serve on a committee and contribute their skill to the work of the committee.

But beware!  Committees can be dangerous.  Any committee created by a board must have a document (I prefer the term “charter”) that lists (a) the functions delegated to the committee, (b) the powers delegated to the committee, (c) any specific limits to either, (d) who serves on the committee and any limits for any type of member (e.g., nonvoting ex-officio), and (e) any time limit (e.g., finance committee - perpetual, capital campaign committee - until completion of campaign).  With the charter, the board empowers the committee to do its job while at the same time ensuring that the committee does not drift into taking action that is still reserved to the board as a whole.

This is especially relevant to executive committees. The greatest danger of an executive committee is that it will centralize power to a few directors, thereby isolating and diminishing the role of the other directors.  All too often, a nonprofit retains me, and I quickly see that a fundamental problem is the executive committee operates without a charter or any constraint.  “The executive committee is the real board” is a refrain I hear from other directors – usually with frustration and resentment that they are serving as window dressing.   

Here's the executive committee structure I prefer:  the board chairperson leads the committee, the chairs of the other committees serve as voting members, and the chief executive serves as an ex-officio nonvoting member.  The executive committee’s main functions are to meet between full meetings to hear reports on the activities of the other committees, make recommendations on key matters to the board as a whole, and, in emergency situations that cannot be addressed with a special meeting or a unanimous consent resolution. 

This is a logical and efficient system.  Alternatives – such as executive committee members handpicked by the board chair or comprised of major donors – are ill advised because they risk concentrating power in the hands of a few individuals for unspecified terms and alienating other directors

So do your organization a favor - if you’re on a board with committees or considering committees, make sure the board stays in ultimate control by defining the committee’s job and the limits of its authority in a charter or other board-approved document.