How to “Rightsize” Your Board

3. Play to strengths. Before considering any membership changes, make sure individual members are complementing each other. Form committees and task forces around members who can play off each other and learn from each other.

4. Determine which members do not align with the board’s needs and goals. This is the hard part. Each board will have members who no longer play an essential role in advising the company. Unless they play another important function—soliciting donations, for example—they may be holding the board back. Take seriously asking these members to retire or not renewing their contracts when they expire.

5. Set term limits and put structure around bylaws. The “seat for life” tradition on many boards is a hindrance. Bylaws need to specify term limits, nomination dates, and expected member contributions as a means of supporting a regular and healthy turnover in membership. With strong bylaws, boards can rightsize as an ongoing, systematic process that doesn’t disrupt its functioning.

6. Recruit regularly. Finding members who fit the organization’s needs is not a passive exercise. Ongoing, targeted recruiting of members is essential to fill gaps, especially given the competition in the marketplace for difference-making board talent.

7. Rightsize regularly. Reassess the board’s size and suitability for meeting the organization’s needs every few years, as needs and the landscape change. Term-limit expiration dates serve as good opportunities to do this.

Think of right-sizing as akin to stepping on the scale in the doctor’s office. If the number is too low or high, it is not time to panic. However, a correction may be in order.

 

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Jim Gauss is chairman of the Board Services practice at the executive search firm Witt/Kieffer. He has more than three decades of experience advising board members and CEOs on best practices in governance, leadership transition and succession planning. Monica Burton is a consultant for Witt/Kieffer, based in the firm’s New York office. She has led C-suite searches and has a particular interest in recruitment and succession planning for governing boards.