Governance 101 : Practical tips for a smooth-running Chamber

1. Governance 101:Practical tips for a smooth-running Chamber Presented to the 2014 BCCC Annual General Meeting & Conference by Keith Woods Chief Executive Officer, North Coast Builders Exchange (Senior Advisor on Chamber Trends, California Chamber of Commerce) keith@ncbeonline.com (707) 542-0645

2. Ten Chamber Trends…Some Positive, Some Negative • Organizational re-structuring & streamlining is underway. • Better (not more!) communications efforts with members are being developed. • A commitment to creativity: new programs, services, & events (or updating old ones). • A renewed sense of aggressiveness and confidence throughout the organization. • Membership numbers are finally stabilizing.

3. Ten Trends … continued • Exploration of new membership pricing and dues structures. • Increased efforts to build up non-dues sourcesof revenue. • More regional thinking and cooperation. • Higher quality Execs, Staff and Volunteers. • Serious introspection by Board members and Staff about the Chamber’s future.

4. A 5-Point Strategy for Good Governance: • Create a simplified, updated structure. • Right-size the Board of Directors and recruit and train them well. • Make sure there is clarity about the roles of Board & Staff. • Conduct consistent, candid evaluations of the Chamber’s CEO. • Although it’s tedious, keep all bylaws, policies and governing documents updated.

5. 1) Create a simplified, updated structure • Is the structure today the same as it waswhen the Chamber was created? If so, why? • The basics: a Board of Directors, an Executive Committee, Divisions or Councils, Committees & Task Forces. • A significant trend: fewer standing Committees and more Task Forces. (Due to “Time Poverty”) “Complicated organization charts and fancy titles count for next to nothing.” General Colin Powell

6. 2) Right-size the Board of Directors and recruit and train them well • There is no magic number for a Board, but 15-25 Directors is most common. • Most strong Chambers seek a Board that is well-balanced: business sectors, age, gender, geography, Chamber experience, and ‘stature.” • Find Directors who recognize that successful Chambers think and act like a business, not just another non-profit organization.

7. Board development … continued • An all-too-common Director recruitment mistake: underselling the role (“It’s an easy job – you just have to come to one meeting a month”). • Great Boards of Directors are willing to empower decision-making to the lowest level within the Chambers (Committees and Staff).

8. Board development … continued * What should be included in a Chamber’s comprehensive Board orientation? - the organization’s history - all relevant financial information - any membership survey results - a review of the Chamber’s structure - Current bylaws & policies - Director responsibilities/expectations - organizational skeletons in the closet

9. 3) Make sure there is clarity about the roles of Board & Staff Board: Should be responsible for the “ends” Staff: Should be responsible for the “means”

10. Board and Staff should agree on the Chamber’s priorities: • Hopefully, it’s not just to “be liked” • To be respected and acknowledged as the leader of the business community. • To be a valuable resource to members. • To be a force to be feared when necessary.

11. Traits of a great Chamber Board Member: • Follow-through on commitments • Candor and honesty • Focus on the big, not the little • A positive, upbeat attitude • An ability to “play well with the other kids”

13. 4) Conduct consistent, candidevaluations of the CEO • One of the most frequent failings of a Chamber Board: inconsistent, or even non-existent, regular CEO evaluations. • It takes self-discipline by the Board and the CEO, but an evaluation needs to be done on anannual basis. Everyone benefits. • Let’s review a sample CEO evaluation form that has proven to be easy and effective.

14. 5) Although it’s tedious, keep allbylaws, policies and governing documents updated • As I mentioned earlier today, it’s not sexy but it’s a ‘must’ for good governance. • The process doesn’t need to be done annually but documents should be re-visited at least every 5 years. • Assign it to staff to review documents and to make specific recommendations.

15. Final advice: Think of Board Meetings & Retreats as “Showtime” • Because they are! • This should be the Chamber at its best • Agendas should be sent in advance • The room set-up should be well thought-out • Name tent cards should be placed • Board binders … not a bunch of papers • Begin and end all meetings on time • And remember: “Holding no meeting is far better than holding a bad meeting.” Cancel it!

16. Think of Board Meetings & Retreats as “Showtime” … continued • Good use of visuals – liven up the meetings • Appropriate refreshments/beverages • Invite guest speakers (or guest “listeners”) if an agenda looks light • A trend: Board meetings with fewer committee reports and more action items • Said one savvy Chamber Board President: “If Board meetings aren’t first-class, then what in the Chamber is?”

17. The Bottom Line: Great Chambers of Commerce in the 21st Century will have awell-designed, well-executed governance structure that allows them to focus on creating significant ‘Return on Investment’ for their members. All others will likely fail.

18. Words of wisdom from a farmer: If the horse you’re riding dies … get off!