How constructive was your last board meeting? Can you name at least 2 or 3 specific insights or outcomes that will add meaningful value to your enterprise? You're not alone if you view these quarterly meetings as a necessary evil, standing in the way of your ever-growing list of things to do.
But we've all heard the stories of CEO's (and nonprofit executive directors) who cite their board as one of the key contributors to their success. So how can you tap your board's talent and sieze the opportunity that a well-managed board can provide?
One simple change could improve your next meeting and set the stage for your board to deliver game-changing insights for years to come. That change is a well-designed board packet.
The truth is, the board meeting begins long before the members gather around the conference table. According to nonprofithub.org, “The meeting starts before the meeting.” It starts with meaningful preparation that culminates in the board packet.
What is a Board Packet?
A board packet or board package serves as an outline for the meeting and provides relevant data for the topics to be discussed. However, it should be more than just a governance checklist. A well-prepared board packet not only serves up financial performance data, it should also propose solutions to the firm’s top problems to spark ideas and productive debate among board members.
Additionally, for a board packet to be effective, it should be sent out to members at least a week before the meeting to give members time to review it. The more prepared members are for the board discussions, the more value you'll draw from the dialog and the less time you'll waste during the meeting.
What’s in a Board Packet?
The contents of a board packet will vary depending on the type of company and whether it is public or private. For most small to medium-sized private firms, here are nine items to include in a board packet. Use these as a starting point and tailor them to suit your organization and where you're seeking board input.
1. Meeting Time and Location
Ok, this first item - and the two that follow - isn't super exciting. But these initial inclusions are critical for board engagement and governance. Plan the meeting time carefully to ensure each member can attend in person, whenever possible. Successful boards are engaged boards and in-person attendance facilitates focused and active participation.
2. Names of Attendees
The attendee list should include board members and any employees, vendors or presenters that will make an appearance as well. If a guest will only participate for a portion of the agenda, include that detail as well.
3. Minutes from Prior Meeting
To ensure your board starts each meeting on the same page, include the minutes from the last meeting in the board packet for every board meeting. It's good governance, but it also ensures any ambiguity is resolved before building upon past discussions and decisions.
The agenda lays out the meeting topics and the order in which they will be discussed. We suggest that the critical items are scheduled first to ensure ample time for debate. You likely can't afford to wait a quarter to discuss urgent items so play it safe and sequence accordingly. It’s also good practice to include scheduled breaks in the agenda so members stay focused and productive.
At a minimum, include the following in your agenda:
Members should have already reviewed the reports and exhibits in the board packet, so this part of the meeting will be brief. Mainly it allows members to ask questions and seek clarification about the financials and performance reports so they have a clear understanding before they head into the more detailed discussions.
This is when the benefit of a well-prepared board packet is most evident. With all the members informed of the firm’s top challenges, a strategic discussion aimed at identifying solutions can quickly get underway. Remember as the CEO or Executive Director, the board is here to help so steer the dialog to cover the input you'll value most.
Items for board approval include the minutes from the last meeting and other critical decisions such as key employee compensation, strategic partnerships and/or merger and acquisition opportunities.
This portion should be limited to a few minutes, but it should encourage suggestions for improvements to the board meeting format (and board packet). This is helpful in order to improve the effectiveness of future meetings.
5. Executive Summary
The executive summary presents recent and near-term projected financial figures, key performance metrics and the salient topics for discussion. These will vary depending on your business, but they could include things like, the number of new (and lost) accounts, revenue trends, cash flow and other quarterly totals. The exhibits (mentioned later) will include more detailed financials, such as the profit and loss, balance sheet, cash flow statements and other reports.
6. Management Discussion & Analysis
The management discussion and analysis (MD&A) section provides a succinct commentary on recent and projected performance. It should present the challenges that are keeping the CEO or Executive Director up at night along with progress toward short and long-term goals. Boards don't like surprises so be direct and don't sugar coat the reality. For example, if performance fell short of expectations in the last quarter, share what you believe contributed to the "miss" and what you think needs to change to get back on course.
The MD&A topics might include issues like weighing a new product offering, responding to a competitive threat or measures desiged to curb shrinking margins. The MD&A section - along with the narrative by department - typically provides the background for the Detailed Discussion portion of the meeting agenda.
7. NARRATIVE BY DEPARTMENT
The narrative by department section should complement the MD&A section and concisely present key challenges an opportunities within the key functions of your organization. This section prepares certain members of your board (who have expertise in a certain function) to engage in very helpful ways. For example, a former Sales VP might weigh in on proposed changes to the commission structure. Or a successful grant writer may help an Executive Director thing through how to position a new program.
The narrative should not only highlight problems and opportunities within each department or function, but it should also propose actions to tackle them. This way, board members have time to review the proposed measures and form opinions and ideas about them prior to the meeting. This saves time at the board meeting and leads to more lively and informed discussions because the members are prepared ahead of time.
8. Future Priorities
A CEO or Executive Directors needs to deliberately and sustainably align his or her team’s focus with the firm’s goals in order to avoid the trap of well-intentioned distractions. Remember the adage, “Without a plan, all activity looks like progress.”
The board packet should, therefore, also include a list of proposed priorities for the organization's leadership to focus on before the next meeting. A good board meeting will test your suggested priorities and allow everyone to leave the meeting with a mutual understanding of your plans.
Lastly, It’s important to include the relevant data to back up the talking points in the rest of your board packet. These include your firm's dashboard, financial statements, a budget vs. actual report, minutes from the last meeting and any other documents or reports that area referenced. Here is a run down on what metrics your dashboard should include. For a free sample dashboard, click the below button.
It should go without saying that it's critical the reports included in the board packet are recent, accurate and insightful. Few missteps will lose your board's confidence faster than inaccurate, old or inadequate financials, as so much of their counsel will rely on the integrity of that data.
A comprehensive board packet is key to a constructive and solution-oriented board meeting. It encourages members to brainstorm ideas ahead of time and come to the table ready to share and discuss them. Try upping your game with your board packet and witness the impact is has on the productivity of your next board meeting.
Need help making it happen?
Like the concept of better leveraging your board, but worried you can't pull it off? Can you and your board truly lean on your financial reports for the meaty conversations?
Consider outsourcing your entire finance department to Driven Insights. We specialize converting small business finance functions into a competitive advantage. We also produce compelling board packets and coach client CEO's and Executive Directors on using the underlying metrics to lead their board and their organization.
What does it mean to outsource your entire finance department? This visual of how we group our services can be helpful. Helping you develop a great board packet and prepping you for board meetings would be included in the (blue) CFO-led services . . .
Our clients don't all have boards, but they do all benefit from timely, accurate insights that inform their decision making. Reach out if you'd like to see if Driven Insights is right for you: firstname.lastname@example.org, 888-631-1124.