In our society few organizations are entirely self-governing. Managers generally must answer to an independent board, whose members are either appointed by the previous board or elected by the organization’s stakeholders. The board may appoint a chief executive officer, who is responsible for his or her conduct to that board. But how exactly should a board and management relate to each other? And how should both relate to the other stakeholders? Each organization must find its own path here, and there is no single right way.
In 1990 Dr. John Carver published a book, Boards That Make a Difference, which set forth a seemingly fresh model for board governance, known as the Policy Governance® model or, more popularly, the Carver model. Traditionally members of a board would meet on a regular basis and, during these meetings, would have to wade through massive amounts of documentation related to the conduct of the organization’s business since the previous meeting. Despite the best of intentions, these boards would almost invariably get so bogged down in specifics that they were unable properly to move the organization forward to well-defined goals.
Carver sought to rectify these deficiencies with his own model, which he deemed particularly applicable to nonprofit and public boards, including those of schools, hospitals, chambers of commerce, local church congregations, and professional associations. While boards of business corporations are governed by the profit motive, the goals of nonprofit and public entities are not nearly so obvious and thus require more direction from their respective boards. By applying his principles, Carver believed that governing boards can indeed make a difference.
They do so primarily by being proactive and initiating policy, rather than merely responding to policies made by management. As Carver sees it, “the governing board is the guardian of organizational values.” Accordingly, “what goes on at and below the level of chief executive is completely immaterial” as far as the board is concerned. The board sets broad policies in accordance with those values and charges the chief executive with realizing them within the organization. The board governs, while the chief executive manages.
There is much to be said for the Carver model. First, it establishes what appears to be a sensible division of labour between governance and management. Second, by allowing the board to establish in advance criteria by which to measure the performance of the chief executive, it seems fairer than the older models, in which board governance is haphazard at best, the chief executive often being held to ad hoc standards thought up by individual board members on the spur of the moment. Third, it seems more efficient and businesslike, enabling governing boards to find their own voice and to articulate their expectations for the conduct of the chief executive.
Yet there are significant drawbacks to the Carver model as well, and these should make especially Christian organizations reluctant to adopt it wholesale.
First, governing boards are usually composed of volunteers, often working in fields unrelated to the organization’s mission. One expects, of course, that they will already sympathize with that mission, but it is unrealistic to expect that they will all be equally committed to it or adept at articulating it. The board chair usually functions as the voice of the board but may not necessarily be skilled at consensus building and might not represent the majority if the board should become divided.
Second, and more seriously, the Carver model places the board members at a potentially troublesome distance from the life of the organization and from the very staff who are undertaking to live out its mission. While Carver himself obviously thinks this is a good thing, one of its negative side effects is to erect an artificial barrier between board and staff, whose responsibilities and well-being are deemed “completely immaterial” to the board. In reality, of course, the welfare of the staff is of utmost importance for the organization’s success, and a board would be unwise to pretend otherwise. Furthermore, this very distance holds out the prospect of fragmenting the unity of the organization.
Third and finally, the Carver model is excessively hierarchical, concentrating too much power in the hands of the chief executive, who is, for all practical purposes, the sole link between the board and the organization. As such it places an inappropriate level of confidence in a single individual, something we would never tolerate in a political system, where authority is more properly dispersed among several offices. If the chief executive is less dedicated to the vision than the board thinks he or she is, then, in the absence of effective internal checks on that office, the organization risks losing its way sooner rather than later.
Christian organizations, especially those standing in the Reformed tradition, should be wary of adopting a form of board governance which in significant ways contradicts the principles of that tradition. While Carver may have much to offer, we would do better to adopt a governance model which (1) takes seriously the multiplicity of authoritative offices throughout an organization, (2) provides a means by which they can be heard at the highest levels, and (3) generally facilitates communication among these offices rather than artificially cutting it off.
David T. Koyzis is the author of We Answer to Another: Authority, Office, and the Image of God (Pickwick Publications, 2014), an exploration of the central role authority plays in human life and society. He teaches politics at Redeemer University College. This post appeared as Koyzis' monthly column, "Principalities & Powers," in the 12 October issue of Christian Courier.
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