Management’s Role in Productive Board Meetings

Kelly LeCouvie
Kelly LeCouvie

We often hear from management that board meetings are “a waste of time” where directors “don’t really understand our business” and “don’t contribute much to enhancing our strategy.”

That is unfortunate.

Yet in many cases, the primary source of the problem is not poor director choices, as much as poor management preparation for board meetings.

Directors generally are sincere in their wishes to add value and make a difference for management and for the business. They also typically bring deep experience across multiple businesses and industries. So how is it that they attend board meetings without bringing significant value? There are a number of things that directors expect (or at least hope for) from management in order to help ensure that they can contribute real value.

Below is a list of considerations for management as it prepares for board meetings:

  • Is enough time allotted for the board meeting? (Most effective board meetings are at least a full day in length.)
  • Does the agenda indicate enough specificity in terms of what directors should give thought to before the meeting?
  • Do you allot sufficient time for strategic discussions (versus financial review, operational problems, or regulatory issues)?
  • Have the directors received the completed board packet information at least one full week (and preferably 10 days) in advance of the board meeting?
  • Is there a cover page to each section of the board packet which summarizes the key issue(s) and the key questions that management would like directors to be prepared to discuss?
  • Is management prepared to discuss the issues without running through slides that the directors have already read in the packet?

Directors aren’t perfect and sometimes, poor director choices are made. On the other hand, it is probable that management can step up its game in terms of equipping directors to contribute more meaningfully in board meetings!