Pro Tip| What's the right sized Board?

publication date: Feb 11, 2020

A charity board is one of the most important roles for your organization. While we often look at all parts of board governance and effectiveness, we often forget to ask "what is the right size?"

Begin with your bylaws

The first question you want to ask yourself is "What do the bylaws say?" Your bylaws should have either a set number of directors or a range. For example, the board where I serve has in our bylaws a minimum of 3 Directors and with an upper limit of 20. You need to stay in compliance with your bylaws so be sure you start by knowing where you stand. 

If you are considering changing your bylaws, consider having a range of directors instead of a fixed number. A range will allow you to adapt to changing circumstances. A fixed number may mean you have trouble staying in compliance with your bylaws if a board member leaves unexpectedly.

What do your board policies say?

The next place to check are your board policies. You may have a relationship with another entity that designates seats in a particular way. You may have a requirement to have a seat for a particular representative. For instance, some charities were originally founded by a religious order so there may be a policy of having a member of that group on the board.

While it is much easier to change policies by a simple Board vote, in reviewing board size you still want to be sure you have all information about anything that is particular to your Board. Bear in mind that there may be other documents, like a merger agreement or other legal documents you need to follow.

At least five

Sector research says minimum of five is important for a Board. While there appears to be an agreed minimum, maximum size depends on scope of charity. All sources note that each situation is different and notes, for example, that international organization board may be larger than the Board for a local one. Both Deloitte (Canada)’s research and The Charity Governance Code (UK) support 12 Directors. Deloitte views 12-15 as ideal while CGC views 12 as the upper limit, given the specialist and international nature of our work.

According to Board Source, here are the Pros and Cons of large boards and small ones.

Large Boards

Pros: A larger size provides enough people to more easily manage the work load of the board. Fundraising becomes less of a burden when the responsibility is divided among many members. More perspectives are represented.

Cons:Bigger boards may not be able to engage every board member in a meaningful activity, which can result in apathy and loss of interest. Meetings are difficult to schedule. There is a tendency to form cliques and core groups, thus deteriorating overall cohesion. There is a danger of loss of individual accountability. It may be difficult to create opportunities for interactive discussions.

Small Boards

Pros: Communication and interaction is easier. Board members get to know each other as individuals. Potential satisfaction from service can be greater due to constant and meaningful involvement. Every person’s participation counts.

Cons: Heavy work load may create burnout. Fundraising may become a major burden on the shoulders of a few. Important opinions or points of view might not be represented.

There is no one perfect size for nonprofit boards. This research will help you, like Goldilocks, find the board size that is just right for your organization and your situation. 

Sources

 

Ann Rosenfield is the Editor of Hilborn Charity eNews and the Board Vice-Chair for Rainbow Railroad. Her past Board service also includes the Association of Fundraising Professionals, Canadian Association of Gift Planners. She is also a volunteer for Imagine Canada.

 

 



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