"If you are an ED, I strongly advise against having a voting seat on your board, as it creates a fundamental conflict of interest that is hard to manage. The board's primary job is to oversee the chief executive, which means they are your boss. If you have a vote, you are effectively participating in the oversight of yourself."
"While it's the most common staff-on-board arrangement, I'm here to tell you-based on years of experience and the principles of Purpose-Driven Board Leadership (PDBL)-that just because it's common doesn't mean it's good governance."
Executive directors commonly serve on nonprofit boards, but this arrangement often creates governance problems. The primary conflict arises because boards must oversee the chief executive, making them the ED's boss. When an ED holds a voting seat, they participate in overseeing themselves, creating complications during performance evaluations, salary discussions, budget decisions, and strategic planning. Based on Purpose-Driven Board Leadership principles, having voting power as an ED undermines effective governance. While staff participation on boards occurs, voting positions for paid staff, particularly executives, compromise the board's ability to provide independent oversight and maintain clear power dynamics necessary for organizational health.
#board-governance #executive-director-role #conflict-of-interest #nonprofit-leadership #board-voting-rights
Read at Nonprofit Quarterly | Civic News. Empowering Nonprofits. Advancing Justice.
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