1. Fitness Routine For Boards:
Check your
Board Pulse!
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

2. < ZEN > Governing for Results
If you don’t know where you are, and
You don’t know where you’re going,
Any road will get you there!
But how will you know ‘if’
Or ‘when’ you’ve arrived
Or made any progress at all?
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

3. What is Governance? Structures, processes & traditions that support
the exercise of legitimate authority in providing
Sound leadership, strategic direction, oversight & control
To ensure corporation’s purpose is achieved, &
there is proper & accurate accounting for the:
conduct of its affairs
efficient use of its resources, and
results of its activities.
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

4. Board Types COLLECTIVE OPERATIONAL MANAGEMENT POLICY GOVERNANCE
TRADITIONAL
POLICY GOVERNANCE
ADVISORY
< CONSTITUENT
REPRESENTATIONAL >
RESULTS-BASED

5. Trauma Centre Assessment Signs of a Board in Trouble (p.11-12)
Board disinterest
Rubber-stamping
Distrust
Factionalism
Poor communication
Unresolved conflicts
Unchallenged conflicts of interest
Preoccupation with administrative matters
Interference in management
Decision paralysis
Decision Circumvention
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

6. Structural Support for Board Work (p. 71-93)
Laws, regulations, constitution, bylaws, policies
Job descriptions/Terms of Reference
Board
Committees
Officers
Directors
Executive Director
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

7. Do your Board & Directors?
Understand their jobs:
Board’s responsibilities
Director’s duties & liabilities
Have the right structures to support their work
Employ ‘best’ practices doing the job
Board development, management & decision-making
Within a constructive/productive culture
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

8. Governance Responsibilities What’s the Board’s Job. (p
Governance Responsibilities What’s the Board’s Job? (p Essential Tasks)
Mission, Strategic Planning & Direction
Financial Stewardship
Human Resources Stewardship
Performance Monitoring and Accountability
Risk Management
Stakeholder Relations & Representation
Ensuring Proper Management of Critical Events
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

9. What’s the Board’s Job? (p. 45-49) Mission & Strategic Direction
Clarity of values, vision, mission
Broad stakeholder agreement on these
Regular ‘scanning’ of business environment
Development of long-term plans
Clear benchmarks for measuring success
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

10. What’s the Board’s Job? (p. 50-55) Financial Stewardship
Ensuring sufficient resources to do the job without undue risk to providers & consumers
Careful review of annual budget & audited financial statements
Generally managing within limits of available resources
Fulfillment of fiduciary obligation to act in interests of funders
Maintaining sufficient independence from & oversight of management of ensure financial integrity
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

11. What’s the Board’s Job (p. 56-59) Human Resources Stewardship
Support for and regular evaluation of ED
Contracting clear performance objectives
Succession planning for board and management
Ensuring sound HR practices:
Job descriptions, performance evaluations, fair grievance process, WHS
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

12. Financial Compliance & Viability Resource Efficiency Policy Compliance
What’s the Board’s Job? (p ) Performance Monitoring & Accountability
SMART Objectives
Financial Compliance & Viability
Resource Efficiency
Policy Compliance
Regular Assessment
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

13. What’s the Board’s Job? (p. 66-68) Risk Management
Identification, mitigation and regular monitoring and reporting of risks
Regular review of bylaws and governance policies
Compliance with bylaws and governance policies
Adequate financial resources
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

14. Fair representation of community/stakeholder interests
What’s the Board’s Job? (p ) Stakeholder Relations/Representation
Ensuring fair stakeholder representation through the nominations process
Fair representation of community/stakeholder interests
Good ambassadorship for the organization
Facilitating stakeholder input to planning
Regular communication
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

15. What’s the Board’s Job? (p. 69-70) Critical Events & Transitions
Managing or ensuring proper management of:
Transitions:
ED or Board turnover
Relocations
Major changes in finances or mandate
Critical Events:
Work interruptions
Injuries or deaths
Weather or other calamities
Major internal or public controversies
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

16. Duties of Individual Directors (p. 24-25)
Duty of Due Diligence
Duty of Loyalty
Duty of Care
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

17. Board Practices How the Board Gets its Job Done!
Board Recruitment
Board Orientation and Development
Board Management and Assessment
Board Decision-Making Processes
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

18. Best Practices Board Recruitment (p. 96-97)
Getting the right people on board
Recruitment criteria reflect board needs:
leadership characteristics, skills, diversity
Rigorous recruitment/screening process
Succession planning
Old brains…new blood
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

19. Best Practices Board Development (p. 97-99)
Orientation:
to services & governance
Mentoring/buddy system
Continuous learning opportunities
Recognition program that:
acknowledges & values trustee, staff & volunteer contributions
Getting the wrong people off the board
Board and director evaluation
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

20. Best Practices - Board Management (p. 99-108)
Focused on results in strategic & ops. plans
Guided by a Board work plan linked to these
Agendas focused on board responsibilities &
Committees structured to aid board, rather than management work
Terms of board members should be for a limited time and staggered or overlapped
Sufficient continuity to allow for good succession planning particularly for officers
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

21. Best Practices in Decision-Making (p. 108-110)
Focus on board responsibilities/priorities
Board members well prepared
Effective chairing & meeting management
Efficient use of board time
Fair opportunity for participation
Constructive reconciliation of conflicting views
Clear assignment of responsibility & follow-up
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

22. Culture of Teamwork & Trust (p. 110-113)
Taking time to build team spirit/cohesion
Knowing & playing by the rules (compliance)
Open & transparent communication
Rallying behind board decisions
Flexibility and adaptability
No subterfuge
Constructive resolution of conflicts & conflict of interests
   
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

23. How are we doing? – GSAC ‘Governance Self-Assessment Checklist’
Comprehensive tool
Educational
Self-Diagnostic
Strategic Planning
easy to use
field-tested, research-validated
positive reviews
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

24. ‘Board Effectiveness ‘Quick Check’ (p. 148)
15 items that mirror the Comprehensive version
A quick ‘snapshot’ of how you’re doing
Good Correlation with the longer GSAC
Research validated
Compare your results to other organizations
(handout)
Very high research correlation with more comprehensive ‘best practices benchmarks’ contained in the GSAC.
Complete Quick Check for your organization. Discussion before or after break.
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

25. ED Evaluation (p. 57-58 & CD ROM)
Performance against:
Job description
Executive support to the board
Planning, organization & policy development
Program/service management
Financial administration & risk management
Human resources management
Board, staff, council & community relationships
Negotiated performance objectives linked to strategic and annual operating/business plan & budget
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

26. 12 Keys to Healthy Boards (p. 122)
Board development
Strong leadership
Positive relationships
Common vision
Teamwork & trust
Strategic planning
Client focus
Results focus
Accountability
Sound decisions
Stability/adaptability
Credibility
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May

27. Thank You!
Mel Gill (613)
Strengthen your board with >
“Governing for Results:
A Director’s Guide to Good Governance”
12/5/2018
Provincial Board Training, LAO Community Clinic System
Presented by Mel Gill May