An army of lions commanded by a deer will never be an army of lions. –Napoleon
An executive session example
During a recent conversation with a nonprofit business manager, he shared with me the disturbing and unfortunate news that the board of trustees of the organization had decided to start holding executive sessions. Such sessions are usually held after the conclusion of business from the regular board meeting. Excluded from the session are staff and ex-officio members of the board, including the CEO or the Head of School for an independent school.
This issue of executive sessions is one I raise in my book The Board Game. I am philosophically very opposed to these sessions. During my career I have been a nonprofit CEO as well as a board member for several different organizations. So I recognize the perspective of both. Executive sessions are destructive and will inevitably lead to an atmosphere of distrust. They are a distraction and may lead to the departure of the CEO.
The first question I had for my friend was, why? Why would the board decide to do this? Especially given that the CEO was very effective and the board had never held executive sessions before. He indicated a new board chair had just begun his duties and wanted to include executive sessions. I then asked, was the new chair sharing information discussed during the sessions with the CEO? The answer was no, no information was being shared. I would not wish to be that CEO.
The five reasons
As I reflected on this new situation I thought it would be timely to revisit why executive sessions are not healthy for the organization. Here are the top five reasons why I believe executive sessions are bad:
1. Executive sessions create a climate of mistrust between the CEO and the governing board. One of the most important characteristics that must be present for organizational effectiveness is for the board chair and the CEO to trust one another, to respect the role that each must play. Executive sessions do not produce trust or respect.
2. Executive sessions demonstrate that a true partnership is absent from the relationship. Working together means just that. The CEO and board chair have different responsibilities but they must work together to achieve mission and vision for the organization.
3. Executive sessions may suggest the board has something to hide. If it does not have something to hide, why hold these sessions? What is it the board can’t share with the CEO? Other than issues of compensation, there is no reason to keep anything from the CEO.
4. Executive sessions demonstrate a lack of understanding o fthe board’s role. All too often, executive sessions are forums to spread gossip and discuss staff or other matters in unproductive and inappropriate ways.
5. Executive sessions often include discussions about issues with which the board has limited or no information. Meeting in the absence of the CEO, the board may lack the information needed to effectively discuss the matter.
There will be those who believe differently. They will argue executive sessions are harmless and thinking otherwise is simply being paranoid. Is it possible that something constructive can result from these sessions? Yes, but why exclude the CEO when this individual can add to any conversation the board is having. Nonprofit organizations and their boards should strive for more, to be better than this. They should be seeking to be the best possible.
Leadership is recognized in people of courage–individuals who inspire, motivate and encourage. These are the kind of board members who will not make the mistake of equating executive sessions with doing the real work of the organization. That’s the kind of organization I want to support.