Rebalancing boards

Joanna Watson offers some pointers to help boards stay focused on strategy

Every week in my work at GGi I meet board members, both executive and non-executive, of a wide range of public purpose organisations. A significant proportion are on more than one board – an executive director in the NHS might also be a director on a multi-academy trust board, or an independent governor on a university council may well be a trustee of a charity in their local community.

From the conversations I have, I know that the vast majority of board members understand their role and the need to spend time looking ahead – at how the organisation is going to deliver its strategy – and looking at how the organisation is performing right now.

This applies to any board, from large corporates to small charities, and including every sector: health, education, sports, housing and more.

The 2025 Charity Governance Code sets out the behaviours expected of charity boards, which equally can apply to any board in any sector. Those behaviours include:

• ‘The board is focused on issues that are of most importance to the success of the charity’s mission.'
• ‘The board assesses the charity’s performance considering both the charity’s long-term aims and the current context.'

This is sometimes easier said than done. Too often in our work, we see boards that are overly focused on day-to-day operations, not trusting in executives to do their operational role.

The code for sports governance sets out the role of the board very clearly:

1.1 The board of the organisation shall:
(A) be the ultimate decision-making body and accordingly exercise all of the powers of the organisation;
(B) be responsible for setting the strategy of the organisation; and
(C) maintain and demonstrate a clear division between the Board’s management and oversight role and the executive’s operational role.

In the current environment, with so many public-purpose organisations facing so many challenges, it’s easy to see how the balance shifts from strategic to operational.

Almost all organisations are facing financial challenges, with the need to cut costs whilst minimising the impact on services and maintaining, and where possible improving, quality. For too many, the financial challenges are so great that they are having to make fundamental decisions around ceasing services or merging with another. At the same time, there are huge expectations of delivery, most notably in the NHS, where there is a focus on improving the quality of care whilst seeing more patients more promptly. As a result, board meetings often focus on the detail – long performance reports and complex finance reports – and spend limited time considering the strategic questions which only the board can do. Board members across the spectrum of public purpose organisations tell us that they know they are not spending enough time on strategic matters.

So, what needs to change? Here are two ideas to consider:

Meeting structures

The board and management have different roles, and meeting structures need to reflect this. Board committees are important to carry out the ‘heavy lifting’ for the board, spending time focusing in detail on areas such as quality, people, finance and performance, and then giving assurance to the board about their work.

Committees provide an opportunity for executives and non-executives (or trustees or governors) to ask more detailed questions about next year’s budget, or the actions following the staff survey, for example.

But we often see management groups reporting directly to board committees, which can lead to non-executives taking a more operational role and risking becoming akin to line managers of staff.

Management group structures need to be lean and clear and ultimately report to the executive leadership. Reporting into board committees muddies the role of the board compared to the role of management.

A simple rule of thumb is this: is the meeting being chaired by a non-executive director (or trustee or governor)? If so, it’s ultimately accountable to the board. If not, it should sit under the executive leadership.

Meeting effectiveness

Sometimes it’s the most obvious and straightforward things that can have the greatest impact. It’s always important that meeting time is spent well – none of us want to leave a meeting thinking that it’s been time wasted. There are many components of an effective meeting, but in the context where a board is trying not to be overly involved in operational matters, then in my view there’s one area that has the greatest impact: the quality of the papers.

Good quality papers are concise, well-written, and clear as to their purpose – what is being asked of the meeting. Papers that are too long, provide much data but little information or are simply unclear in their purpose can all cause board members to ask ever-more-detailed questions and often for more detailed papers at the next meeting.

It’s important that the right person is drafting the papers – someone with appropriate expertise – but they need support in making sure that the paper is written appropriately for the audience, and papers need to be fully reviewed by the executive sponsor before they go to the wider board.

These are just two examples of improvements that can be made, which will help the board to rebalance how it spends its time. Do get in touch if you’d like to discuss these or any other areas where we can help you improve the effectiveness of your board.