Daniel Francis, Principal Consultant at NCVO, shares his tips for delivering an effective governance review.
You’d be hard-pressed to find a chair who would disagree that good governance is fundamental to a charity’s success. Few would argue with the Charity Governance Code recommendation that larger charities should undertake regular governance reviews. Such exercises can undoubtedly play a vital role in ensuring compliance, improved effectiveness and fostering a culture where everything works towards fulfilling the charity’s purpose.
When governance codes aren’t effective
Here is the ‘but’: governance reviews can also be time-consuming, costly exercises. Their shiny reports can be left to sit on shelves – or, more accurately, in inboxes, gathering virtual dust.
Unless done properly, reviews can make trustees feel better about themselves for doing the right things without making very much difference at all. With the benefit of hindsight, I know I’ve written a few reports which have ended up in this category.
When it comes to governance reviews, planning and collective commitment are the two things which make the difference between a tick-box exercise and meaningful change.
Below are the 12 steps I recommend a charity chair take to create the ingredients for success before, during and after a governance review process.
12 steps to an effective governance review
I’ve divided up the twelve steps into before during, and after. Use them as a timeline to guide you.
Before
1 – Build understanding of the trustee role
Refreshing the board’s understanding of their duties in the run-up to a governance review will help trustees focus their contributions.
2 – Adopt an established framework
Having a benchmark against which to assess the current situation helps remove bias. The Charity Governance Code is the most obvious and widely adopted framework for charities, but other codes may be more suitable for your context (either as an alternative, or together with the Charity Governance Code).
Whatever framework you choose, getting trustees to discuss and engage can help generate buy-in.
3 – Define a clear objective and scope and gain broad endorsement
An honest statement of what the board collectively wants out of the exercise is key. This sounds obvious but will help establish the priority of the review and legitimise the findings.
Equally, it’s helpful to identify any areas which might help shape your review. For example, if the board wants to better engage members or doesn’t feel the committee structure works, this is all important information.
4 – Appoint a group to lead
An effective governance review requires coordination and input from the board and the executive. Appoint a task and finish group or subcommittee with defined responsibility to manage the process and liaise with any consultants. This frees up the board to contribute to the review and engage in the findings.
5 – Agree approach
There are different approaches and types of exercise which will help you review governance. I tend to view this as a spectrum.
On one end you have self-assessment perception-style exercises using tools such as our Governance Wheel.
On the other side, you have a full governance review involving desk review, surveys, interviews, board and committee observations, workshops, and a written report.
In between you may adopt a more streamlined approach focused on the board’s performance.
6 – Get the timing right
When to hold a governance review and how long it will take are important considerations. It does require time and commitment – not just for the review – but also to implement the recommendations.
Reviews can be helpful in informing budgeting, strategy, and recruitment decisions. Sometimes this can be a cart and horse issue! Discuss the best timing at a board meeting and be clear on the expectation for trustees to contribute.
7 – Consider external support
I hear you cringe: the consultant plugs their services in a blog! Hear me out…
Using an external consultant to undertake a governance review has several benefits:
- an impartial facilitator
- an unconflicted independent perspective
- governance expertise you may not have in-house
- capacity to support the process
- all internal participants can participate fully
- lends credibility to the recommendations.
8 – Consider who to involve
Regardless of the depth of your review I recommend always gathering input from all trustees and senior managers. Limiting input to just trustees misses a large part of the picture and can undermine the findings. It is also worth considering wider consultation with staff, funders, partners, and the people the charity exists to serve.
During
9 – Have no surprises
There is value in sharing emerging themes and areas of focus with the whole board. This avoids big shocks or upsets which can discredit the final recommendations.
Where a review runs into intractable or more subtle challenges – and there is not an obvious answer – consider engaging the board in shaping the recommendations through a workshop.
10 – Develop an improvement plan
It can be tempting once a review is finished to draw a line under the exercise, but this is when the real work of implementing change should begin. Keep track of changes by developing an action plan with measures which can be monitored by the board.
A plan allows the board to consider the time and financial resources which may be required for implementation. A plan should also link to staff and individual trustee objectives to ensure the governance changes are not an afterthought or additional to people’s workload.
After
11 – Share your findings
Sharing an overview of your findings and commitments helps ensure accountability for the changes you hope to make. It also reassures stakeholders that you are committed to good governance and aware of the areas for development. Clearly, findings from governance reviews can be sensitive information, so careful consideration should be given to how best to communicate the outcomes.
12 – Commit to a future review
Implementing good governance is a process of continuous improvement. Understanding of governance and good practice evolves. The Code encourages an annual review of governance and an external review every three years to allow you to track progress and adjust plans.
Making an early commitment to continual review is a great way of demonstrating how serious you are about meaningful change.
About our guest author Daniel Francis
Daniel is NCVO’s principal consultant, overseeing the work of the training and consultancy team. Dan specialises in charity governance and leadership. He joined NCVO from the National Union of Students (NUS) where he supported the development of students’ unions as charities. Read more about Dan On the NCVO website and follow him on LinkedIn.
