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Executive Committee Or Committee Of The Board

Executive Committee or Committee of the Board?

The evolution of technology is changing the way the boards functioned, historically. Over past decades, board members hand-wrote meeting dates in their date books and carved out time in their schedules for meetings, adding in extra time for traveling. Executive committee members had to allow time for an extra meeting in their schedules.

Technology has made it faster and easier to communicate in groups via email, electronic chatting, teleconferencing, videoconferencing, and even board meeting software. The ease of today’s communication methods has vastly cut down the time needed to perform board duties, overall.

The original intent of an executive committee was to make decisions about important issues in between board meetings. Now that the entire board has the ability to participate in virtual space, organizations are re-evaluating the role of the executive committee. Many organizations are deciding that the executive committee no longer serves a purpose. Worse, some boards suspect that executive boards actually weaken leadership.

Powerful Boards Risk Disengaging Other Board Members

Overly powerful executive committees risk alienating other board members, by making so many decisions prior to the regular board meeting that they leave no work for the rest of the board to do. Board members quickly become disengaged when their only contribution is to show up and vote on whatever issued the executive committee already decided. Board members find it even more distressing when considering that the entire board is responsible for those same decisions, though the full board had little or no input.

The age of technology has improved communication in ways that save board members enough time that there is less need for executive committees to make decisions between board meetings. Using electronic means to communicate is re-engaging boards that have formerly been disengaged by executive committees. Now that there is new path for timely and convenient communication for all board members, many are questioning if the executive committee’s original purpose is outdated and obsolete.

Executive Committees and the Impact of Technology

Is it beneficial to meet face to face? Sometimes, it is. Other times, it’s easier to send a detailed email, copying all board members at once. Members respond by replying to all of them at once, so that everyone is kept in the loop and has a chance to respond. The obvious benefit to email-type meetings is that they leave a communication trail that clarifies questions made after the fact. Even the busiest board members can usually carve out time to participate in a quick teleconference on an important matter. With increased communication capability, the tables have turned in ways that redirect primary power and decision-making back to the full board.

At the same time, many organizations realize the value of knowledge and wisdom that comes with executive board members that have served their industry for the span of an entire career. Today’s organizations are trending towards redefining the role of tenured professionals. There is value in allowing the full board to do its work, while being able to access the knowledge and expertise of seasoned board experts.

Many organizations have found the solution to this evolving change by making the executive committee obsolete and forming a committee of the board in its place.

Transforming Your Executive Committee

Making the switch from executive committee to committee of the board will require some bylaw changes about the structure of the organization’s governance. This is also a good time to make decisions about protocols regarding accepted methods of communication. Changing the mode of communication may also mean reviewing state meeting laws in order to remain in compliance.

Creating a Committee of the Board

Many organizations realize the need to make the best use of technology to conduct board business. Members of organizations also realize that there is inherent value in getting regular consult and direction from the longest, tenured members in guiding the board. Boards are trending towards making the executive committee obsolete, in favor of creating a Committee of the Board. In making this transformation, the full board takes on the responsibility for the day to day decisions, while relying on the knowledge and experience of long-term executive committee members to give them guidance and wise consult.

Redefining the role of its most senior members means having new discussions that center around their roles in providing guidance surrounding strategic planning, measuring results, and overseeing legal and organizational operations. It also means that the board may decide to include the committee of the board in matters related to education, recruitment, orientation, mentoring, community networking, succession planning or other important work. Delegating such duties frees up the full board to tend to urgent and routine matters under the new governance structure.

Boards that make the switch from executive committee to committee of the board may find that they are, in fact, engaging the full board and maximizing access to a full pool of talent. The synergy that this structure creates makes the entire organization more efficient and influential ones that have an imbalance of power.

Jeremy Barlow

Jeremy is the Director of Digital Marketing at BoardEffect.

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