Shakespeare and the Art of Nonprofit Governance: The Importance of Agendas

Shakespeare and the Art of Nonprofit Governance: The Importance of Agendas

So, while I was sitting in my office this morning, the agenda for an upcoming board meeting arrived in my in-box. This made me think of Shakespeare and his thoughts on music…


[An agenda?] Music oft hath such a charm to make bad good, and good provoke to harm. Measure for Measure

Unveiling the Power of the Agenda: A Conductor of Board Meetings

The agenda is the music of a meeting; the score that underpins the action of that hour or two of discussion and decisions. Without a well thought out agenda, a nonprofit board meeting is just another hour spent on mundane tasks. With an intentional, action-driven agenda that facilitates attendee engagement, a board meeting can become the monthly or quarterly event that moves a nonprofit organization from existence to excellence.

The agenda illustrates the relationship between a board and the executive management of an organization. It’s also the primary tool to engage and motivate a volunteer board.

Given its importance, why is the agenda relegated to a regenerated list that shows up as a cover page to a stack of boring documents that should be, but never are, reviewed before a board meeting?

Probably more important, given the power of this often times forgotten single page of information, who should be responsible for the production and management of the agenda? The chief executive? The board chair? The board itself?

Controlling the Agenda of a Nonprofit Organization

The person who controls the agenda controls the enterprise. A chief executive who tells the board what she or he is going to discuss with them, what information the board is going to receive, and from whom, controls the enterprise as well as that board’s oversight function of both that chief executive and that legal entity.

Legally, the chief executive of a nonprofit organization – whether paid or unpaid — serves in that role at the will of the board of directors. Having a chief executive control the flow of information and ideas between an organization and a board is the same as having that chief executive prepare and deliver his or her own performance evaluation. Without some sort of control of the agenda, a nonprofit organization will not have the transparency a board requires to meet its fiduciary duty.

So, if having a chief executive control the agenda raises issues of transparency and impacts a board’s ability to meet its fiduciary duties, who does that leave to prepare an agenda?

The Board Chair or Board President: A Composer or Someone in Way Over Their Head?

In a perfect governance world, a board chair, board president, or lead director should control the agenda. But the world is certainly not perfect.

No harried board chair, board president, or lead director who is juggling many roles within a nonprofit organization (like having to sit in on all committees), as well as a day-job outside of the nonprofit itself, is equipped to manage the agenda process. For many reasons this task is probably too burdensome for a chair, since most chairs do not have the time to develop the depth of knowledge about the nonprofit organization to direct the flow of information and decisions that need to be presented to and considered by a board.

So, if control of the agenda with chief executive poses transparency problems and a board chair would be time-challenged to prepare an agenda, who does that leave for this task?

Harmonizing Governance: Orchestrating the Agenda

In the intricate song and dance of nonprofit governance, the agenda emerges as a silent conductor, shaping the rhythm and tone of board meetings. Just as Shakespeare likened music to the power of transformation, so does the agenda wield the ability to elevate discussions from mundane tasks to strategic endeavors. It serves as a nexus between the board and executive management, a tool for engagement, motivation, and progress towards organizational excellence.

Yet, despite its pivotal role, the agenda often finds its potential overlooked and undervalued. While the ideal scenario might envision the board chair or president as the maestro of the agenda, practical constraints and concerns around capacity necessitate a reevaluation of traditional roles.

As nonprofit leaders navigate the complexities of governance, it becomes imperative to embrace a culture of shared responsibility and transparency, ensuring that the agenda remains a conduit for meaningful dialogue and informed decision-making.

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Kimberly Lowe

Kimberly Lowe

For over 20 years I have lawyered from the trenches with experience based on a comprehensive knowledge and understanding of how both for-profit and nonprofit enterprises operate. I guide entrepreneurs, executive management teams, boards of directors, multigenerational families, shareholders and investors through all aspects of the business life cycle from formation to operation to exit. Read Kim's Bio.

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