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What board members should not do?

Published in Board Governance Best Practices 2 mins read

Board members must diligently avoid actions that can undermine an organization's mission and stability, focusing instead on strategic oversight and ethical conduct.

Actions Board Members Should Not Do

Effective governance relies on board members understanding their roles and refraining from common pitfalls. The following table outlines key actions and behaviors board members should avoid, along with the implications and suggested positive alternatives:

What Board Members Should Not Do Why It's a Mistake What They Should Do Instead
Fail to understand fiduciary duties This can lead to legal liabilities and mismanagement of organizational assets and mission. Diligently understand and uphold their duties of care, loyalty, and obedience to the organization.
Fail to provide effective oversight Insufficient oversight can result in financial irregularities, program failures, or non-compliance. Actively monitor the organization's financial health, program performance, and adherence to policies and regulations.
Show undue deference to the Executive Committee, Board Chair, or the Organization's Founder This undermines the board's independence and collective decision-making, allowing singular interests to dominate. Exercise independent judgment and ensure that decisions are made collectively based on the best interests of the organization.
Micro-manage staff This creates inefficiencies, frustrates employees, and blurs the lines between governance and operations. Focus on strategic direction, policy setting, and performance monitoring, leaving day-to-day operations to management.
Avoid the hard questions Reluctance to address difficult issues can allow problems to fester and escalate, harming the organization. Engage in robust discussions, ask probing questions, and confront challenges directly to find effective solutions.
Engage in insufficient conflict management Unresolved conflicts can lead to internal discord, hinder productivity, and damage the board's cohesiveness. Implement clear policies and practices for identifying and resolving conflicts of interest and interpersonal disputes promptly and fairly.
Lack awareness of laws governing tax-exempt organizations Ignorance of legal and regulatory requirements can expose the organization to significant penalties, loss of tax-exempt status, or reputational damage. Stay informed about relevant federal, state, and local laws, and ensure the organization operates in full compliance.

By actively avoiding these common missteps, board members can ensure they contribute positively to the organization's health, reputation, and long-term success.