February 2021 Vol. 1 No. 1 - Govern for Impact

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February 2021 Vol. 1 No. 1 - Govern for Impact
February 2021
                                                                    Vol. 1 No. 1

GOVERN Ends Update - Changing the Future
The GOVERN Boards journey to refresh GOVERN for IMPACT’s Ends

The Use, Implementation, and Impact of the Policy Governance System on Board Gover-
nance and Organizations
Demonstrated Impact Team Pre-Pilot Study
Fryday-Field, Karen, Wiener, Kathy, Biery, Richard, Stevens, Kay, and Jennings, Sherry

Future Focused School Boards Impact Student Achievement
Bergen, Andrew

19 Lessons Learned by a Policy Governance Board
Maloney, Rick

A School Board Journey Through Ownership Linkage:
Juech, Michael
February 2021 Vol. 1 No. 1 - Govern for Impact
CONTENTS
The International Journal for Governance Excellence
                                                                                   03   FOREWORD

Published by GOVERN for IMPACT
2206 Village West Drive South
                                                                                        FEATURE
Lapeer, MI 494446
U.S.A.

www.governforimpact.org
                                                                                   05   GOVERN for IMPACT – SHARING OUR
                                                                                        REFRESHED ENDS POLICIES

© 2021, 2020 GOVERN for IMPACT
All rights reserved
                                                                                        FEATURE
No part of this publication may be copied, reproduced, transmitted, or held in a        THE USE, IMPLEMENTATION, AND
retrievable system without the written permission of the publishers. Whilst
every effort is made to ensure the accuracy of all material published in The
International Journal for Governance Excellence, the publishers accept no
responsibility for any errors or omissions. Views expressed by contributors are
                                                                                   07   IMPACT FOR THE POLICY
                                                                                        GOVERNANCE SYSTEM ON BOARD
                                                                                        GOVERNANCE AND
                                                                                        ORGANIZATIONS
not necessarily those of the publishers/editors. Any statements expressed by
professionals in this publication are understood to be general opinions and
should not be relied upon as legal advice.
                                                                                        ABSTRACT

EDITOR
Ms. Karen Fryday-Field
                                                                                   27   FUTURE FOCUSED SCHOOL
                                                                                        BOARDS IMPACT STUDENT
                                                                                        ACHIEVEMENT

EDITORIAL BOARD
Dr. Dolores Blueford                                                                    OPINION
Mr. Bill Charney
Dr. Gwen DuBois-Wing
                                                                                   28   19 YEARS OF LESSONS LEARNED
                                                                                        BY A POLICY GOVERNANCE
                                                                                        BOARD ACHIEVEMENT
Ms. Karen Fryday-Field
Mr. Ted Humphrey
Ms. Linda Stier

Journal Layout
Carol Milton
                                                                                   33   OPINION
                                                                                        A SCHOOL BOARD JOURNEY
                                                                                        THROUGH OWNERSHIP LINKAGE

Graphic Design
Colin Milton
                                                                                   36   CAROLINE OLIVER FUND FOR A
                                                                                        NEW VISION

                                                                                   37   MEET THE EDITORIAL BOARD

  2            The International Journal for Governance Excellence
February 2021 Vol. 1 No. 1 - Govern for Impact
FOREWORD
FROM THE EDITOR

Welcome to the inaugural issue of
The International Journal for
Governance Excellence, an e-
journal dedicated to the promotion
of knowledge and research in the
practice of effective governance.
Published      tri-annually,     The
International       Journal       for
Governance Excellence draws on
the experience and expertise of
leading researchers, consultants,
practitioners,     advisors,     and
administrators. This journal is
dedicated to the field of governance
and board leadership and is
designed to deliver insight on the
myriad governance excellence
topics and issues facing boards and CEOs today.          This journal has been created to support you, your
Through its various types of articles, the journal       board and boards you serve to lead your organization
offers questions and possible approaches/solutions to    to clear purpose, significant impact, ethical and
assist with navigating and implementing continuous       prudent practice, while being engaged with and
governance improvement.                                  accountable to owners. We invite you to engage with
                                                         the broader governance community in part through
We express our deep gratitude to our esteemed            this journal
contributors for their valued contributions. We
especially recognize the efforts of the GOVERN for       Karen Fryday-Field,
IMPACT Demonstrated Impact Team for the report           BScPT, MCPA, MBA
on their 4-year long pilot project, which you can read   Editor, The International
as our lead article. Also, read about our exciting new   Journal for Governance
Editorial Board at the end of the journal.               Excellence

                                                                    www.governforimpact.org               3
February 2021 Vol. 1 No. 1 - Govern for Impact
EMPOWERING BOARDS.
REIMAGINING THE WORLD…
                                                       GOVERN for IMPACT engages to:

                                                       •   Identify and disseminate Evidence-based
                                                           Principles and Practices in Excellence in
                                                           Governance, as informed by scholar/practitioner
                                                           research with “real” organizations.

                                                       •   Serve as the leading organization regarding
                                                           development of excellence in the practice of
                                                           Policy Governance.

                                                       •   Publish critical whitepapers on governance
                                                           concepts and issues, enriched by our
                                                           community’s deepest expertise.

                                                       •   Develop, curate, and deploy a searchable,
GOVERN for IMPACT is a for-impact charitable               interactive online collection of multimedia
international organization dedicated to building a         resources to further inform the learning and
world where boards lead the organization to                practice of purpose-focused, principled, owner-
achieving clear purpose and critical outcomes. We          accountable governance.
support boards to lead with integrity and prudence
on behalf of their constituents to whom they are       •   Establish and implement advanced governance
ultimately accountable. Whether elected or                 designation program(s) and other accessible
appointed, all governing boards have an innate duty        learning systems.
of care to achieve these goals. Our work is inspired
by the Policy Governance system.                      •   Galvanize a growing community of researchers,
                                                           practitioners, consultants/coaches, and
                                                           advocates, working together to expand
                                                           governance excellence throughout the world.

                                                       •   Lead and stimulate global conversations about
                                                           how effective governance will address
                                                           challenges facing corporations, governments,
                                                           for-impact, non-profits, and the world.

 4       The International Journal for Governance Excellence
February 2021 Vol. 1 No. 1 - Govern for Impact
FEATURE
GOVERN for IMPACT – Sharing
Our Refreshed Ends Policies
             McCarver, Pat
             GOVERN for IMPACT Chair. Board of Directors

E
        nds policy development and the ongoing
        periodic refresh of these critical board values
        and policy directives, is crucial work for any
Board of Directors. This work informs the purpose
of the organization and also guides the CEO’s
strategy and results achieved, for specific
people/groups, and at a value or worth important to
the broader ownership.
                                                          The GOVERN Board of Directors wishes to express
At GOVERN for IMPACT, the Board has been                  appreciation to the many people who contributed
actively working since November 2019 to scan the          insight and thinking including:
environment and reassess the needs that GOVERN is          Many moral owners focus group participants.
working to address, in order to update GOVERN’s            Prior Board Members whose terms were
Ends Policies to be relevant and meaningful as we             completed as this work proceeded.
look to the future. In March 2020, the Board               The GOVERN CEO, Karen Fryday-Field,
undertook a series of online ownership linkage in-            Leadership Team, and Consistency Team who
depth, critical conversations. All of the information         provided input and insight.
gleaned has been synthesized and used to inform the        Aimee White, President and Principal
Board’s decision-making to build the GOVERN                   Evaluator, Custom Evaluation Services, who
refreshed Ends Policies. These were finalized and             facilitated parts of our dialogue about our
approved by the Board in November 2020. These                 desired outcomes/results/impacts.
policies are outlined in Figure 1.
                                                          We now look forward as these refreshed Ends
                                                          Policies are interpreted by our CEO and are moved
                                                          forward to achieve the impact of governance
                                                          excellence, inspired by Policy Governance, in our
                                                          world.

                                                                    www.governforimpact.org               5
February 2021 Vol. 1 No. 1 - Govern for Impact
Figure 1

                                                      ENDS POLICY

1.0 Global End
Current and potential affiliates, board members, organizational leaders, and those who support boards
(collectively, “the governance community”) practice effective governance, as currently exemplified by
Policy Governance®, at a worth greater than the cost to deliver it.

    1.1 Governance Model
    The governance community has a rigorously-defined, evidence-based model for effective governance.

    1.2 Knowledge
    The governance community has knowledge to achieve effective governance.

    1.3 Model Use
    The use of one or more rigorously-defined, evidence-based models for effective governance increases
    over time., at a worth greater than the cost to deliver it.

6       The International Journal for Governance Excellence
February 2021 Vol. 1 No. 1 - Govern for Impact
FEATURE
The Use, Implementation, and
Impact of the Policy Governance
System on Board Governance and
Organizations
Demonstrated Impact Team Pre-Pilot Study
Fryday-Field, Karen, Wiener, Kathy, Biery,
Richard, Stevens, Kay, and Jennings, Sherry

Introduction                                              By extension, each board’s raison d’être is to direct
                                                          and protect its organization/business, while serving
                                                          as the integral bridge between its owners and the

G
Prologue                                                  beneficiaries it serves.
         OVERN for IMPACT believes that our
         world will be in good hands only when every      Building and sustaining highly functioning boards is
         organization built for the betterment of         a holistic discipline, separate and apart from the chief
humanity is propelled by a clear vision of purpose        executive management function. When both a board
and is led with a determination to create lasting         and its CEO pull in the same direction with strong
results (impact), a deep commitment to operating          clarity about their distinct and mutually dependent
with ethics, prudence, and justice, and an unwavering     roles, there occurs a synergy that propels an
commitment to listen to its broader ownership and         organization, business or government entity to thrive,
serve those people for whose benefit the organization     strengthening its impact on the people and
or business exists.                                       communities it serves.

In essence, organizational leadership refers first and    At GOVERN for IMPACT, not only do we imagine
foremost to governing effectively, as a critical          such a future, we diligently and deliberately work
precursor to managing well. Organizational                toward it—with devotion, passion, and unparalleled
governance is an obligation that has far reaching         expertise. Our work and vision for impact has been
moral, legal, financial, cultural, strategic, and human   inspired by Policy Governance®. GOVERN is
consequences. Organizations exist to anticipate or        committed to conducting and facilitating research in
respond to owners’ values and perspectives.               board governance and creating greater knowledge
                                                          and understanding.

                                                                     www.governforimpact.org                   7
February 2021 Vol. 1 No. 1 - Govern for Impact
Origin and Philosophy behind the                        Carver (1990) was the first to propose a framework
Demonstrated Impact Initiative of                       of governance that can help a board define the
                                                        distinct and separate roles of governance and
GOVERN for IMPACT (formerly
                                                        management called the Policy Governance model.
International Policy Governance                         Carver’s work stimulated a good deal of discussion
Association)                                            and writing on governance approaches and processes.
During the formational period of the International      As Policy Governance practitioners and leaders
Policy Governance Association (IPGA), its               deepened and matured in their experience and
leadership was well acquainted with the state of the    understanding, it became clearer that effectiveness
literature on board governance having been engaged      research concerning Policy Governance would need
in some form or other in governance for much of         to be based, a priori, on a theory of board governance.
their professional lives. (See following section on     Considering the fact that Policy Governance is
summary of governance literature.) Those who            fundamentally a theory of board governance that
worked to launch IPGA did so to facilitate the spread   promotes clarity or organizational purpose (through
and impact of a theoretical based system of             Ends Policy direction) and owner-informed
governance (Policy Governance) that transformed         accountability, it is insufficient to evaluate its
how governance was perceived, experienced,              effectiveness as a set of “best practices” because
practised, and thought or written about. This           Policy Governance was not created as a set of “best
approach to governance was first designed by John       practices”. The theory-based approach resulted in a
Carver. Board governance literature was sparse and      model that was based on an intentionally designed
mostly composed of articles advocating the              system of interdependent principles (and their
researcher’s or author’s beliefs regarding commonly     derivative processes or practices) that, when used
held best practices. Much research was a single case    together, resulted in effective board governance as so
study or a series of cases with the definition of       conceived. Unlike most approaches that seek good
success drawn post hoc as an inference from the         governance, Policy Governance was not created as a
study cases (e.g., Foust, 2009; Jenkins, 2004).         set of “best practices”. Hence, any effectiveness
                                                        research regarding a theory-based approach must
Because research is sparse, there is no conclusive      evaluate the extent to which the model has been
evidence regarding links between board processes        implemented as opposed to a critique of practices.
and organizational performance. Far from drawing
any conclusions, scholars point to a complex and        Therefore, the research questions important to Policy
indirect relationship between board decision-making     Governance are:
processes and organizational results (Forbes &             1) How well does the application of the system
Milliken, 1999). Ahrens and Khalifa (2013)                     achieve the theoretical ideal of effective (and
described governance processes research as a “black            efficient) board governance?
box” and concluded that little is known about “the         2) What should be the indicators and scale of
key processes that can make corporate governance               effective (and efficient) board governance?
effective” (p. 5).

 8        The International Journal for Governance Excellence
February 2021 Vol. 1 No. 1 - Govern for Impact
GOVERN for IMPACT’s voluntary Demonstrated                Results from this work will provide direction for next
Impact Research Team envisioned eventually testing        steps in pursuing this line of inquiry.
the degree of correlation between adherence to the
Policy Governance processes/principles and                Literature Review
measures of the resultant effectiveness of the board.     Keywords used in searching literature included:
However, the team realized it had insufficient            board, board of directors, board roles, board process,
information regarding the target subjects (boards         board decision-making, board effectiveness, board
practicing Policy Governance to one degree or             governance, governance, policy governance. Sources
another), their view of the model standards for           search included privately held books, Amazon books,
measurement of success, their implementation              Google scholar, Google scholar alerts on keywords,
journey of constraints and facilitators, and of finding   American Psychological Association PsycNET,
a way to measure the degree of implementation in          Sage Research Methods Online, theses and
order to evaluate any correlative improvement in          dissertations databases, and grey literature (i.e.,
governance effectiveness.                                 corporate publications).

Therefore, what is presented here are the results of a    In general, there is a lean body of work on boards of
pre-study familiarization survey of selected boards       directors and the relationship between the board’s
conceived and designed to lead to a better elucidation    governing practices and organizational success
of means measures and practitioners’ view of              (Charas & Perelli, 2013; Huse, Hoskisson, Zattoni,
possible measures of governance success. In short,        & Viganò, 2011; Leblanc & Schwartz, 2007; van Ees,
we are establishing baseline markers against which        van der Laan, & Postma, 2008). Although research
the effectiveness of the Policy Governance model          on this topic is considered important, boards of
can be evaluated. Our team sought answers to five         directors are notoriously difficult to study. A board
specific questions:                                       of directors is the legitimate authority and leadership
                                                          for the organization (Carver, 2002b). Expectations of
1) What trigger(s) led to a decision to pursue Policy     boards—and of those who serve on them—are often
   Governance?                                            established by tradition and maintained by the status
2) What were the major milestones of their                quo (Burnes, 2009). board governance processes are
   implementation journey and what did subjects           patched together by individual board members’
   learn during the implementation process?               experiences and preferences. How board members’
3) What were sustaining factors for them?                 decisions can affect organizational outcomes is not
4) What challenges did they encounter during              well understood.
   implementation?
5) What indicators of the governance impact did           Historically, authors and researchers tended toward
   they think occurred?                                   understanding decision-making in public or elected
                                                          boards, such as college or public school boards of
From this study, as mentioned earlier, the team hopes     trustees (Chait, Holland, & Taylor, 1996; Chait,
to derive a better-informed design for subsequent         Ryan, & Taylor, 2005; Herman & Renz, 1998, 2000;
correlation studies – establishing best measures of       Smoley, 1999). Some dissertations and theses also
impact, setting practical scales to capture degrees of    focused on elected school boards (e.g., Foust, 2009;
system implementation, and setting standards against      Woodward, 2006) or, simply, the experiences of the
which a governance system can be measured.                board members (Nobbie, 2001).

                                                                     www.governforimpact.org                  9
February 2021 Vol. 1 No. 1 - Govern for Impact
Few investigations have touched on board decision-        Some critics posited that delineation leads to lack of
making processes or attempted to study the impact of      board oversight (e.g., Hough, 2002).
board governance on organizational performance.
Fryday-Field (2013) asserted that boards need a new       However, other researchers noted the absence of
way of thinking in order to make governing decisions      specific delineation—or board roles that parallel
that drive the impact or the performance of the           management functions—can be fraught with risk
organization.                                             (Maharaj, 2008). Another issue of too much board
                                                          involvement in management can distract directors
Brown (2005, p. 317) asserted, “…much work                from their primary responsibility to the organization
remains to be done to establish the nature and causal     they govern (Mogensen, 2007). Too much board
direction” of the relationship between governance         involvement in management can leave the directors
behaviors and organizational success. Research            open to personal liability (Zurich American
suggests that effective boards coincide with effective    Insurance Company, 2011). Appropriate board
organizational performance (e.g., Herman & Renz,          oversight or involvement in management functions
1998; Herman & Renz, 2000; Hodge & Piccolo,               remains controversial. As Carey (2015, para. 3) said,
2011), yet the relationship is not well understood.       “The [Policy Governance] model, in an ideal
Specialized knowledge of board development,               governance environment, would be a governance
practices, and behaviors can begin to unravel             utopia, but unfortunately, human being sometimes
whether or not board decision-making is a                 muck up ideal models.”
contributing factor to organizational effectiveness.
                                                          Methodology
Policy Governance germinal literature on governing        In 2014 GOVERN for IMPACT, then known as the
boards’ performance stems from Carver’s (1990)            International Policy Governance Association (IPGA)
work to define the separate and distinct roles and        sought to engage as many as 20 Policy Governance
responsibilities of boards versus management.             practicing organizations representing a variety of
Carver’s work stimulated the discussion and               countries and sectors within its global community in
literature on governance roles, responsibilities,         this pre-pilot research. Although some 25
systems, and processes. Some authors and                  organizations showed interest, a number of them
researchers followed with versions of defining the        experienced changes in leadership or for other
separate and distinct roles and responsibilities of       reasons did not follow through to complete the
governing boards versus paid staff management (e.g.,      required pre-questionnaire and consent form or were
Brown & Chao, 2009; Chait, Holland, & Taylor,             otherwise not available when it came time for the
1996; Herman & Heimovics, 1991; Houle (1997).             interview. Ultimately, the Demonstrated Impact
However, Carver’s work also explained how the             Team was successful in conducting a total of 13
board could effectively delegate administrative tasks     interviews with, by design, a diverse mix of
to paid staff while maintaining the board of directors’   organizations engaged in a variety of professional
legitimate authority. Carver’s work is known as the       practices (e.g. education, banking, health care, social
Policy Governance system.                                 services, faith-based). These organizations are
                                                          profiled in Figure 1 below.
It should be noted that one of the major criticisms of
Carver’s (1990) Policy Governance system is the
strict delineation of board and management roles.

 10       The International Journal for Governance Excellence
To participate in the study, organizations were          All expressing interest were provided with an
required to complete a pre-interview questionnaire       introductory letter and information packet along
and sign a consent form. They were advised in            with an invitation to contact the Demonstrated
advance of the expectations of their involvement         Impact Team leader to ask questions or learn more
which requested that the Chief Executive Officer         about the planned research and the nature of their
(CEO) and Board Chair (CGO) together participate         potential involvement. Profiles of the thirteen (13)
in a two-hour video conference, telephone, or in-        research subject organizations are outlined below.
person interview with a member of the Demonstrated
Impact Team.                                                           FIGURE 1
                                                          PROFILES OF SUBJECT ORGANIZATIONS
Study participants were ensured in writing that the
                                                         Organization        Organization   Organizational     Years
results of the interview would be aggregated with                              Size By         Sector        Practising
those of the other participating organizations, and                           Employees
that the resulting report would not directly attribute   Avant                 201-500      Not-for-profit    >10-15
any of the data, or results of the analysis, to any      https://avantmini                  Charity
specific organization.                                   stries.org/                        Faith Based

                                                         California              6-15       Government          >15
Subject Recruitment                                      Parks and                          (municipal)
                                                         Recreation
In June 2014, the Demonstrated Impact Team shared
                                                         Society
the study’s Conceptual Framework and information         www.cprs.org/h
about how to participate in a plenary session at the     ome

Association’s Annual Conference in Minneapolis,          Christar              201-500      Not-for-profit      5-7
Minnesota. Recruitment began in earnest in 2015          www.christar.or
                                                         g
with members of the Demonstrated Impact Team,
organization leadership, and Policy Governance           Community              >750        Not-for-profit      >15
                                                                                            Charity
consultants reaching out to their networks of            Access
                                                         Unlimited,
practicing organizations inviting them to engage.        New Jersey
The opportunity to participate in the study was also     www.caunj.org/

promoted to the general membership, to the               HIV Scotland             7         Not-for-profit      5-7
organization’s broader contact list, and through         www.hiv.scot/                      Charity

presentations at subsequent annual conferences.          LifeCare              51-200       Not-for-profit      >15
                                                         Ambulance                          Health
                                                         https://lifecaree
To engage, organizations were required to be using
                                                         ms.org/
Policy Governance as their system of governance.
                                                                               51-200       For Profit          4-5
The team’s goal was to recruit a mix of                  Project
                                                         Management                         Not-for-Profit
organizations in various stages of Policy                Institute – San
Governance implementation (e.g. new to Policy            Francisco Bay
Governance, practicing for several years, long-term      Area Chapter
                                                         pmisfbac.org/
practitioners).

                                                                       www.governforimpact.org                    11
FIGURE 1 (continued)                                     and resulting analysis would be presented in the
 PROFILES OF SUBJECT ORGANIZATIONS                                 aggregate in such a way that the unique responses of
                                                                   individual organizations would not be readily
Organization         Organization   Organizational      Years
                       Size By         Sector         Practising
                                                                   identifiable to the reader.
                      Employees

Railroad and           51-200       Not-for-Profit       >15
                                                                   Before the interview was conducted, research
Industrial Federal                  Financial                      participants were asked to complete a pre-interview
Credit Union                        Credit Union                   questionnaire entitled, “Creating a Profile of Board
www.rifcu.org/
                                                                   Implementation of Policy Governance.” The purpose
Red Deer College        >750        Not-for-Profit       >15       of this preliminary data gathering was to assess the
www.rdc.ab.ca/                      Education
                                                                   organization’s eligibility and create a baseline profile
                                                                   of its current Policy Governance practice.
St. Mary                15-20       Not-for-Profit        8
Development                         Government
Corporation                         Health                         The Participant Agreement form was also included
www.stmarydevelo                    Social Services                in the information packet. This form further asserted
pment.org/                          Faith Based
                                                                   that information about individual participating
Willy Street Coop      201-500      For Profit           >15       organizations would remain confidential and that all
willystreet.coop/
                                                                   organizations engaging in the study would receive a
Wisconsin Youth        51-200       Not-for-Profit       >15       copy of the resulting report.
Company Inc.                        Social Services
www.wisconsinyou
thcompany.org/                                                     Interviewer Training
                                                                   In preparation for the interviews, the Demonstrated
World Impact            ~200        Faith Based           7
www.worldimpact.                                                   Impact Team developed an Interview Guide that
org                                                                detailed the specific questions to be asked
                                                                   consistently by all interviewers. The guide
Consent Process                                                    summarized the purpose of the interview which was
The information packet included a description of the               to explore the unique “story” of the board and
research project’s purpose, participant eligibility                organization’s implementation of Policy Governance.
requirements, and the specific commitment required.                The interview conversation was intended to result in
This commitment entailed reading the information                   a profile of the Policy Governance adoption, the
packet, completing a pre-interview questionnaire and               extent to which Policy Governance had been
agreeing to make the Chief Executive Officer (CEO)                 implemented, the nature of the implementation
and Board Chair available for a one and a half to two-             process, and the criteria believed to be useful in
hour interview with a member of the Demonstrated                   assessing the extent to which this system of
Impact Team.                                                       governance had been fully and implemented.

In addition to submitting a Participant Agreement                  In 2014 and 2017, the team convened two virtual
and Consent Form signed by an authorized                           video conference sessions to reorient the interviews
representative of the organization, this commitment                to research questions and review the guidelines and
would also require approval to have the name of the                process for conducting the interviews.
organization published in the final report as a study
participant, with the expressed understanding
referred to above, that the interview data contributed

 12        The International Journal for Governance Excellence
Interviewers were advised to rely on the Guide as a
script when explaining the purpose and context of the    Data Collection Methodology
research and the interview process to their              The interviews were conducted via video conference,
interviewees, and to reinforce expectations about the    telephone, or in person with a pair of individuals,
confidential nature and planned use of the resulting     typically comprised of board chair, or other engaged
data.                                                    member of the board, and the CEO. After brief
                                                         introductions and providing the interviewees with
The training addressed how the interviewers were to      the background information detailed above, the
facilitate the discussions using an ‘appreciative        interviewers facilitated a somewhat informal, highly
inquiry’ approach that maintained objectivity and        interactive conversation using the interview
posed questions in a neutral manner, while also          questions as a guide.
providing the opportunity for interviewees to share
whatever they deemed relevant. Interviewers were         Interviewees were informed that they would be asked
encouraged to probe with follow-up questions that        a series of structured questions but were also
clarify the respondents’ intent, as needed, and learn    encouraged to share any ideas they thought relevant.
as much as possible about each organization’s            As all participants gave their consent for the
individual journey.                                      discussion to be recorded, the interviews had the
                                                         ability to subsequently produce a written transcript
Since most of the interviewers had worked with           and/or refer to the recording when consolidating their
organizations engaged in the study (either as board      notes and summarizing the data.
members, CEO, or consultant) care was taken to
ensure that the interview assignments were “arms-        Post interview, interviewers worked from their notes,
length,” and that no interviewer was assigned to an      audio recordings, and/or verbatim transcripts of the
organization with which they had a prior relationship.   recordings to produce a focused summary of the
As the interviews would be recorded, interviewers        results of each interview. The resulting data were
were instructed to obtain permission from all            then populated into the single, comprehensive
participants before recording the discussion for later   database developed by the team, organized in a
transcription or reference.                              format that mirrored the research questions, with
                                                         each organization clearly identified.

                                                         Data Analysis and Findings
                                                         Summary of Findings
                                                         Each of the specific research pre-pilot qualitative
                                                         research questions were combined with relevant
                                                         questions in order to create seven (7) major query
                                                         areas. The key findings report by subject
                                                         organizations are listed below for each query area.
                                                         While query areas stand alone, the research does
                                                         demonstrate that several major themes cross over
                                                         these query areas.

                                                                    www.governforimpact.org                13
- How did you learn             •   Examples of dysfunction included the board
    Query 1             about the system of                 being overly hands-on and too much time in
                        Policy Governance?                  operational detail, ED needing to run to the board
There were a variety of ways that subject                   for permission for operational decisions, which,
organizations became aware of Policy Governance             in turn, led to delays in responsiveness,
as a governance approach. These included reading            ambiguity between governance and operations,
related books, attending introductory workshops,            no priorities and the board un-focused, leading to
Policy Governance-experienced board member or               poking into everything,
CEO      recommendations,       and    governance       •   One ED expressed the board “needed to lead as a
consultants’/coaches suggestions.                           board.”
                                                        •   ED and operations in crisis,
While the source of information varied,                 •   Ethics concerns,
organizations were either actively seeking to           •   Growth in the organization sensitizing the board
improve their board governance or were open to the          to the need to improve governance,
suggestion that this was needed when it was             •   Shrinkage of service area having the same effect,
presented to them. Some boards learned about the        •   Board recognized the old board process was
concept of Policy Governance from an ‘umbrella’             broken.
board with which they were associated.
                                                        Other stimulants included external influencers: the
One key finding was that for at least two of the        organization’s funder recommending Policy
organizations, the CEO final candidate indicated the    Governance, a government external review severely
importance of the board’s adoption and use of Policy    critiquing board governance, the chair having
Governance as a criterion for these CEOs to consider    learned about Policy Governance, frankly
taking the job.                                         recommending Policy Governance, and the board’s
                                                        ED attending the Academy and bringing it back.
                         Why did the organization
    Query 2              choose Policy Governance       Factors leading to the selection of Policy Governance
                         and what factors caused        as the solution to the above were:
the decision to transition to Policy Governance?
A majority of organization interviewees had in some     •   Outright recommendations from external sources
form, become dissatisfied with the board’s style or         such as a university center, major funder (who
practices of governance (or non-governance).                paid for the training), and finding out from
                                                            another organization who was using Policy
Indicators that were mentioned, often, were:                Governance.
                                                        •   In some cases, the CEO, or a board member, or a
•    Unhappiness with the way the board interacted or       staff member recommended the board consider
     directed the CEO, especially, in one case,             exploring and implementing Policy Governance
     brought to the board’s attention by a new CEO          as a possible answer to governance challenges.
     who had just come on-board and expressed           •   In some situations, the finalist CEO candidates
     frustration with inability to lead, given the          made it a condition of accepting the appointment
     board’s style,                                         as CEO.

    14     The International Journal for Governance Excellence
How did your                        The individual on the board taking on the
                                                           implementation leadership was distributed between
    Query 3            organization implement
                       the Policy Governance               the chair, a lead board member or the CEO with no
                       Model?                              clear predominant pattern, but generally falling to the
The research study team asked a series of questions        most knowledgeable person in Policy Governance
to better understand the various ways that                 (and perhaps energy/enthusiasm). In three cases, the
organizations approached their implementation of           board let the consultant lead with no clear internal
the Policy Governance Model including:                     leader voiced.

•   Was the implementation over a series of                Tools that boards used to supplement their learning
    considered (or circumstantial) stages?                 included the Carver books, (which received mixed
•   Was the implementation facilitated by a third          reviews, some liking and some not), the Policy
    party or an insider (or combination)?                  Governance Playbook, videos, and the policy
•   What tools were used?                                  template when the time came.
•   Was there a leader or cheerleader?
                                                           The general pattern of implementation could be
Noted earlier was the fact that most of the subject        divided into:
organizations were prompted to consider Policy
Governance by an outside party suggesting (strongly        •   The board experiencing decision stages marked
or weakly) that the board consider Policy                      with board consideration and a decision to
Governance as a possible solution to the dissonance            proceed versus,
the board was experiencing around their governance.        •   An up-front decision to proceed to implement as
Insiders, such as the CEO, chair or a fellow board             a continuous process, and
member brought it the board’s attention.                   •   A majority seemed to follow some kind of
                                                               staged approach. The watershed process appears
The majority (9) of subject boards followed this               to be the policy blitz preceded, or as part of two-
advice and sought an expert, (including John Carver            day training followed by consultation of
himself (2), to guide, facilitate, and train them to one       external qualified Policy Governance
degree or another (boards used different language for          coaches/consultants.
this process). Most outside coaches had been to the
Policy Governance Academy by the Carvers.                                           How are you sustaining
Another path was to send a board member or CEO to              Query 4              Policy Governance?
this Academy training, who then, in turn, trained the
board. A small percentage of boards (2 out of 13)          When asked to reflect upon how they were sustaining
attempted to do it themselves (without outside             Policy Governance, a reference was made to board
guidance) by studying books such as Reinventing            member succession, suggesting that when members
Your board by Miriam Carver and videos. Several            who were not committed to Policy Governance left
mixed the support of external expert governance            the board, they had been replaced by others who were
coaches/consultants with some self-work and                willing to make that commitment.
learning. So, it is difficult to clearly divide
approaches into distinct categories.

                                                                      www.governforimpact.org                 15
This question also elicited several themes in relation    An overarching comment was the difficulty in
to board process. These primarily focused on the          implementing all parts of Policy Governance when
implementation of Policy Governance as an ongoing         there is board turnover because of the time and effort
process of continuous learning in which capacity is       required to get new members up to speed. Policy
developed through lived experience. Specific              Governance is a completely different shift for many
strategies referenced by respondents as having been       board members and the specific language and
employed by their boards to help sustain Policy           structure of the model creates challenges to
Governance included receiving support from trained        implementation.
coaches and consultants, and peer support from other
boards engaged in the practice. Respondents also          Challenges with implementation referred to all
shared that they had conducted annual board retreats,     aspects of the model with a majority of subject
attended trainings and conferences, and conducted         organizations citing issues with Executive
regular Policy Governance “refreshers.” One               Limitations and monitoring, governance process and
organization specifically referred to the presence of     board dynamics, some citing issues with owner
an internal coach.                                        linkage and Ends issues.

                         What challenges have you         Regarding executive limitations and monitoring
 Query 5                 experienced?                     there were challenges for executives in learning how
                         All respondents to this          to prepare reports and for board members to
question listed challenges. A variety of challenges       understand how reporting performance against
were mentioned that included everything from              policy      (CEO       interpretation)    is    good
specific parts of the model to creating the right board   oversight/governance. It was also noted that it is
culture.                                                  hard for CEOs to write effective monitoring reports
                                                          if the policy is poorly written.
Two related challenges mentioned consistently
regarded the recruitment/buy- in and the steep            Challenges involving the governance process and
learning curve of board members. These challenges         board dynamics included difficulties coming to
were expressed as difficulties with recruiting board      consensus     and     accepting      interpretations,
members with the mindset to succeed on a board            understanding the principle of shared values, the
using Policy Governance principles and integration        time to create a comfortable environment, and the
of the principles. Policy Governance can be               board willing to police itself. Finding the time to
perceived to be challenging for new members to            make the governance process work was cited as a
understand, some bring a personal agenda or don’t         challenge.
feel their work experience is being valued, need
future thinkers, and the difficult process of             Challenges cited around Owner Linkage were
onboarding new board members to Policy                    uncertainty about how to do meaningful linkage,
Governance (onboarding new members can be                 adapting to changing owners and understanding
overwhelming, hard to explain the abstract concepts       different ways to do linkage.
to people new to the board), Policy Governance
terms can be like a foreign language, continuous
learning required).

 16       The International Journal for Governance Excellence
Comments such as “they quit coming because we            Strategies for effectively overcoming these
were successful” referred to how linkage needs to        challenges were also shared by the study participants.
change as the organization develops which is part of     These included the engagement of coaches,
the challenge of engaging in meaningful linkage – it     consultants, and other facilitative support as well as
must change to continue to be meaningful.                attending the Carver Policy Governance Academy
                                                         and other trainings. Some mention was also made
The challenges around Ends were all in relation to       about the value of board administrative liaisons and
getting it right (Ends vs. Executive Limitations, how    internal advocates.
to measure, how often to revise, focusing Ends
throughout the organization).                            When describing the benefits of their Policy
                                                         Governance practice, two significant themes
In all areas cited from board recruitment to             emerging from this study were the clarity between
monitoring and developing a productive board             the role of the CEO and that of the board which
culture the challenges refer to the continuous           resulted in greater overall accountability, with one
learning and the time required to implement and          respondent describing an experience in which the
succeed with Policy Governance.                          board had “moved from a reactionary to proactive”
                                                         approach to governance.
                        What are the criteria for
 Query 6                effective implementation?        The importance of practicing Policy Governance
                        Perhaps two of the most          with fidelity to the model was also emphasized. A
prominent themes emanating from the research data        number of participants shared that their journey had
regarding what are believed to be the criteria for the   been one of ongoing learning and continuous
effective implementation of Policy Governance and        improvement, one that had become somewhat easier
the nature of the implementation experience,             the longer they practiced with some board members
including challenges faced, related to the long-term     self-selecting out along the way.
nature of the commitment required in order to be
successful. Policy Governance was described as a                                   What impact has Policy
system of governance quite different from the             Query 7                  Governance had for your
common practice of many other boards they had                                      board/organization and
participated on and/or worked for in the past.           the impact you have as an organization?
                                                         The interview process was designed to better
One organization referred to the process of              understand benefits attributed to the implementation
implementation as a “steep learning curve.” Others       of Policy Governance. Seven questions with several
spoke about the perceived complexity of the system       being multi-part questions probed the impact Policy
and the need to select board members whose values        Governance had on the board or organization
and expectations are aligned with this process of        including what was most and least valued while
governance. Other factors cited by respondents           practicing Policy Governance, additional benefits
included the importance of building to a board           anticipated with continued implementation, level of
culture that supports Policy Governance, as well as      benefit, and to what is the benefit attributed.
the challenges inherent in creating, implementing,
monitoring, and refreshing Ends and linking with
owners.

                                                                    www.governforimpact.org                17
Two of the questions referred not to the                  The clarity of roles was a benefit to both boards and
organization’s current practice but rather what the       CEOs which allowed both to focus on priorities and
impacts would be if Policy Governance were                have aligned expectations of each other. Meaningful
successfully implemented. These questions further         policies led to better monitoring reports and
collected the respondents’ beliefs about the benefits     measures that increased accountability.
of Policy Governance.
                                                          Implementing the model created more focus on the
All thirteen respondents directly or indirectly           purpose of the organization. A reoccurring theme
indicated some benefit to using Policy Governance.        was that to reap the benefits of Policy Governance,
Ten of the respondents or 77% of those that               discipline in comprehensive implementation of
responded to this question, said participation resulted   Policy Governance is needed.
in a ‘strong’ or a ‘very strong’ benefit to their
organization. Respondents attributed the benefits to      Interviews indicated the primary basis for benefiting
the principles and systematic nature of Policy            from Policy Governance was related to the additional
Governance. It was indicated that the                     clarity around governance and operational roles.
implementation of Policy Governance resulted in           Comments included that everyone knows their role,
more focus on purpose and the clarity of roles.           the board keeps itself in its proper role, and the
Additionally, the resulting board culture and practice    clearly defined relationship with CEO is extremely
allows for higher levels of vision and leadership from    positive. In addition, some respondents expressed the
the board. A small number of respondents expressed        clarity of roles and focus on priorities has led to more
that it is difficult to know the level of benefit. They   organizational agility.
did report some real progress as an organization but
noting it was not as fast as they would like, and it is   Most responses discussed the value of having a
difficult to know how much to attribute to                clearly defined governance process that details
governance.                                               individual expectations and how the board holds
                                                          themselves and the executive accountable. Policy
When asked what they valued most about their              Governance® provided a much better CEO/board
experience     practicing     Policy    Governance,       relationship and enabled the board and CEO to
respondents had a lot to say. The responses               effectively govern. Board members were more
frequently referred to greater clarity:                   engaged, disciplined and had more civil dialogue that
                                                          was appropriately focused (future-focused, strategic,
•    clarity of board leadership,                         and within appropriate framework).
•    clarity of board and CEO relationship and their
     distinct roles,                                      Policy Governance increases board effectiveness by
•    clarity of board process expectations, and           focusing discussions appropriately and the process of
•    clarity of purpose.                                  developing policies creates more buy-in for board
                                                          members. Also, the value of ownership linkage was
In addition, accountability was increased. A number       also expressed. Policy Governance has resulted in
of responses mentioned an appropriate board culture       more engagement with owners and increased
including more engagement, discipline, and the            awareness of the need to engage various owners in a
development of thought leaders.                           meaningful way.

    18     The International Journal for Governance Excellence
Knowing that the organizations interviewed were at      •   the clarity of and adherence to the board’s role
very different points in their implementation of            and the roles of board members.
Policy Governance, the research team also asked         •   common understanding of principles,
what additional benefits were anticipated after         •   asking the right questions (future thinking);
further implementation. Once again, the value of            meaningful dialogue,
having a coherent structure that defines boundaries     •   understanding roles, commitment and trust
was mentioned by half of the organizations. It was          between CEO and board,
expressed that if their practice of Policy Governance   •   board setting the tone at the top culturally
was improved that they expected to see stronger         •   consistency, fidelity, and strength of practices
organizational performance. The value of Policy         •   the CEO’s commitment and knowledge of
Governance in building better leadership especially         Policy Governance
thought leaders was discussed. The alignment of
vision, mission, purpose and a stronger link to         Most cited the commitment to a culture of continuous
owners and community were benefits to be attained       learning as vital to success.
with further practice. There were strong expectations
of how meaningful owner linkage could move the          Less than half the organizations answered the
organization forward. There is solid agreement that     question regarding meaningful criteria to
implementation of Policy Governance is an               demonstrate successful use of Policy Governance.
evolutionary process which requires continuous          Responses focused on accountability and meaningful
learning.                                               evidence of making a difference. Evidence of an
                                                        engaged board that is knowledgeable about Policy
This research project was designed to help determine    Governance is also deemed important.
how organizations measure success in order to be
able to do further research correlating the degree of   There was a better response rate to the question
Policy     Governance       implementation       with   regarding what you would see in a board that had
organizational impact.                                  successfully implemented Policy Governance.
                                                        Almost all respondents cited the impact on
Organizations were asked what successful Policy         relationships     (camaraderie,      professionalism,
Governance implementation looks like and what are       appropriate, engaged, satisfying relationships
the most meaningful criteria for demonstrating          between board, CEO, and owners). Half cited the
successful use of Policy Governance. The answers        alignment and achievement of Ends and the
to these questions further illuminate this query        enhanced ability to serve the community and achieve
regarding the impact of Policy Governance.              strategic goals to make real change in the world.
                                                        Another important theme was efficiency and the
All thirteen organizations responded to the question    relationship of effectiveness to cost or the “at what
of what successful implementation looks like. The       cost” concept of ends development in Policy
majority of the factors of success cited dealt with     Governance.
how well Policy Governance principles were put into
practice such as:

                                                                   www.governforimpact.org               19
The final question related to this
query was “what criteria does your
board use to measure the impact of
Policy Governance”. Seventy-five
percent of the respondents answered
this question with three measures
cited most often:

•    The right Ends are understood and
     used throughout the organization.
•    Organizational success as defined by the
     organization. (Ends achievement.)
•    Accountability and good oversight.
                                                       Conclusions/Key Themes and
Mentioned with less frequency was the idea that
Policy Governance enhances structure, processes,       Learning
and culture that allows for the hard, strategic        The data as outlined in Appendix 1 and as
conversations.                                         summarized by each specific query in the section on
                                                       Summary of Findings, demonstrated a number of
In summary, all organizations were able to identify    common themes across the organizations that had
the positive impact that Policy Governance has had     implemented Policy Governance. There was a range
on their organization. The principles of the model     of the extent to which the various subject
are credited with creating greater clarity of roles,   organizations had experienced these phenomena
clear boundaries and expectations, and increased       likely based to a degree on their implementation
accountability with a sharper focus on purpose.        approach and the length of time they had been using
                                                       Policy Governance. There will be further review of
The Policy Governance principles along with the        these factors in the next step of this analysis.
discipline to implement the approach are credited
with building effective board leaders and meaningful   The overall purpose of the pre-pilot study is to
dialogue. The strengthening of appropriate and         determine what factors need to be assessed when
fostering meaningful relationships between the board   evaluating the extent to which an organization has
and CEO and with owners was also stated as a clear     fully and effectively implemented Policy
benefit.                                               Governance.

    20     The International Journal for Governance Excellence
The specific query areas under this approach include:    boards ranged in their board governance discomfort
                                                         from dissatisfaction with their current board
•   Query 1- How did you learn about Policy              governance results, dynamics, and motivation to
    Governance?                                          engage Policy Governance to absolute crisis in the
•   Query 2 - Why did the organization choose            organization and at a board governance level.
    Policy Governance and what factors caused the
    decision to transition to Policy Governance?         Overall Theme 2 – Internal Impacts of Policy
•   Query 3 - How did your organization implement        Governance
    Policy Governance?                                   Participating organizations reported that there were
•   Query 4 - How are you sustaining the Policy          a number of internal effects that they considered
    Governance?                                          valuable and which enhanced their governance
•   Query 5 - What challenges have you                   including:
    experienced?
•   Query 6 - What are the criteria for effective        Greater Role Differentiation and Role Clarity of
    implementation?                                      Board and CEO, and Beyond
•   Query 7 - What impact has Policy Governance          Board, CEO, owners, beneficiaries/customers, staff,
    had for your board/organization and the impact       and stakeholder roles are reported to be more clear
    you have as an organization?                         under Policy Governance®.

The data yielded some strong overall themes from         This clarity of roles resulted in:
these questions. These themes fall into four             • Enhanced coordination between board and
categories including:                                        CEO,
                                                         • Better communication,
•   What drove the change to Policy Governance?          • Improved function within the board distinct and
•   Internal Impacts of Policy Governance                    unique roles – boards and CEO stayed in their
•   External Impacts of Policy Governance                    lanes more effectively,
•   Steep Learning Curve that is Worth the               • An enhanced board/CEO relationship.
    Investment                                           • Role clarity also resulted in greater
                                                             accountability for CEOs to boards and boards to
Overall Theme 1 – What Motivated the                         owners.
Change to Policy Governance?                             Improved Board Leadership and Culture
The key idea that the subject boards spoke to was the    Subject boards reported that they experienced
fact that their boards were searching for a better way   improvements in the board’s culture and the
to govern. They experienced cognitive dissonance in      connection, teamwork, and transparency at board
that they knew effective governance was needed; yet      level. As the board’s values were clarified and the
they also believed that how their organizations were     board’s cultural behaviours advanced the
governing was not effective, or not as effective as it   engagement of board members improved.
should be, or in some cases, board governance was        Participants described their board members as very
actually getting in the way of the organization          engaged.
success.

                                                                   www.governforimpact.org               21
Improved Organizational Functioning                      Stronger Connection to Owners
Subject organizations also reported that they            In order to inform their Ends thinking (what
developed and experienced more organizational            outcomes, for what people, at what priority or worth),
efficiency, effectiveness, and accountability.           boards reported they did build stronger connections
                                                         to their community(ies) of owners and that they
In general, subject boards reported that they believed   developed more meaningful dialogue and links with
they were more effective as boards and are doing a       their organization owners.
better and more intentional job of governing with the
use of the Policy Governance model. boards also          Overall Theme 4 – Steep Learning Curve
noted they felt better about their board governance      That is Worth the Investment
and the time they were investing to govern. boards       Continuous Learning and Improvement of board
noted they focused more on purpose and outcomes to       Governance
be achieved. boards believed they were adding more       All participant boards reported that the adoption of
value to their organizations and also to what their      Policy Governance required disciplined learning and
organizations were achieving. While this is a pre-       investment of time and energy not only to learn
pilot study and hence the exploratory sample size is     Policy Governance thinking but also to learn
small, these early findings point to this approach to    methods and tools to support implementation. The
governance as being connected to organizational          learning curve was repeatedly reported as a steep
resiliency and sustainability. This will need to be      curve particularly while initially adopting the
further studied.                                         approach.

Overall Theme 3 – External Impacts of                    Boards also reported that they continue to learn and
Policy Governance                                        Policy Governance by its nature requires continuous
Clarity of Purpose                                       learning and quality improvement of governance.
Participant boards reported that Policy Governance
provided principles that pressed the board to become     Discipline and Perseverance
more focused on building clarity of purpose of the       All boards reported that implementation of Policy
organization. They reported that the building of Ends    Governance requires discipline on the part of both
policy direction, the need to scan the environment to    the board and the CEO. They also all reported that
inform Ends Policy creation, the CEO interpretation      that discipline and hard work does yield improved
of those directions in observable and measurable         board governance.
terms, and the monitoring of results for achievement
all contributed to more focus on organizational          Resources and Professional Support
purpose and impact.                                      Participant boards reported that the discipline of
                                                         board governance does require training, learning,
Boards further reported that generative and strategic    coaching, resource materials, sharing/benchmarking
thinking at the board level was enhanced through         ideas, and qualified external coaching/consultation.
their pursuit of Ends thinking.                          Like any discipline, there is both a body of
                                                         knowledge that needs to be learned and skills and
                                                         judgment that need to be developed.

 22       The International Journal for Governance Excellence
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