Both companies and nonprofits benefit from strong boards that work together effectively.  While it might seem strange to have conflict resolution plans in place before they're needed, it's essential for boards to anticipate disagreements.  Having clear guidelines for handling conflict helps directors have productive discussions.  However, boards that get bogged down in arguments struggle to make good choices.  This can lead to directors resigning, forcing the board to rebuild and hindering its ability to function well.


Boardroom Conflict Drives Director Departures

A study by Marion Peters Angelica, author of "Keeping the Peace: Resolving Conflict in the Boardroom," sheds light on why board members leave non-profit organizations. The study, which included over 50 boards in Minnesota, found that the primary motivations for joining a non-profit board were "networking, making friends, and doing good." However, the most common reason directors left their positions was to avoid conflict.


The study suggests that when disagreements escalate and directors take opposing sides, it creates a disillusioning environment that drives members away. Essentially, directors feel they aren't fulfilling their initial goals of positive contribution and community building, leading them to abandon ship with the sentiment of "This isn't what I signed up for."


Don't Be Afraid of Disagreements in the Boardroom

A unanimous board meeting might seem like a win for efficiency, but according to business leader Sudhanshu K. Tripathi, who serves on multiple company boards, it's not the ideal scenario.  Tripathi emphasizes that strong boards are characterized by active participation, independent thinking, and a range of perspectives.  In fact, he argues that a lack of healthy debate is a sign of a weak and unproductive board.


Boardroom Battles: Where Conflict Arises

Boardrooms aren't immune to conflict, and it can emerge in a few key ways:


  • Director vs. Director: Disagreements between board members are a common battleground. An effective board chair plays a crucial role in mediating these conflicts.
  • Board vs. Executive Director: When major disagreements arise between the board and the CEO, the chair again holds a strategic position in finding common ground. However, both sides have a responsibility to approach the dispute constructively and respectfully.
  • Policy or Practice Disagreements: Sometimes, conflict stems from differing opinions on policies, processes, or procedures. Here, fostering open communication and information sharing are key. In complex situations, involving external experts can be a valuable step towards resolution.


The Board Chair: Master of Conflict Resolution

An effective board chair is like a skilled conductor, leading the board towards productive discussions and resolutions. Here's how they navigate conflict:


  • Prioritizing Discussion Time: The chair allocates time strategically, focusing on areas with high levels of agreement and reserving more in-depth discussion for contentious topics with diverse viewpoints. This ensures all significant issues receive proper consideration.
  • Early Inclusion: To avoid blindsided directors, the chair proactively brings up potentially contentious topics early on. This allows all members to get up to speed and contribute informed opinions, preventing a feeling of being steamrolled by pre-informed directors.
  • Positive Framing & Defined Outcomes: The chair sets the tone by presenting issues in a constructive light. They clearly define the desired outcome (what the board should achieve) before the debate even begins. This avoids simply focusing on winning votes and keeps the discussion focused on solutions.
  • Promoting Diverse Perspectives: Before the vote, the chair might remind directors of the value of diverse viewpoints. This encourages them to consider all angles of an issue, fostering well-rounded decisions.


Shared Responsibility for a Productive Boardroom

Being a board member is a collaborative effort. Here's what contributes to a healthy board dynamic:


  • Mutual Respect and Accommodation: Directors must treat each other and management with respect, fostering an environment of comfort and open communication. This includes being willing to consider opposing viewpoints.
  • Active Learning: Board members should approach each agenda item with a curious mind, seeking to learn from those with deeper expertise on the topic. However, critical thinking is still crucial, and independent research might be necessary to contribute informed perspectives.
  • Collaboration over Conflict: Effective directors view each other as colleagues, not adversaries. The goal of discussions should be shared learning and reaching the best solution, not personal victory.
  • Self-Evaluation: Regular board self-assessments are a valuable tool for identifying areas for improvement and ensuring everyone is working towards a productive and respectful environment.


Strategic Decision-Making: Planning Board Issues at the Executive Level

Conflict is inevitable, yet essential for a board's functionality. Corporate governance frameworks provide a structured approach to resolving disputes, ensuring everyone feels valued. Effective resolution requires clarity of roles among directors, the chair, and managers. Utilizing governance tools like bylaws and self-assessments helps realign the board when conflicts arise.


BMS Auditing offers tailored support in navigating board dynamics. From refining governance structures to facilitating self-assessments, we ensure clarity and cohesion within your board. Our expertise aids in optimizing conflict resolution processes, fostering a harmonious and productive environment for your organization's success.

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