Who Owns the Agenda - Is
this you?
You
are chairing a meeting. How will you ensure that the meeting that you are
leading will be valuable, effective and appropriate?
We
shared previously our views on the role of the chair regarding the 3 ‘T’s’:
timing, tone and talent. The first of these, timing, relies heavily of having
an appropriate and achievable agenda. So, if you are chairing the meeting it is
invaluable for you to have an agenda that meets your needs as a chair, as well
as the collective needs of the board.
Maybe
this is the first meeting that you have chaired, maybe you are an experienced
Chairman, or maybe you are an experienced chairman but this is the first time
you have chaired a meeting for this particular organisation. Whatever the
scenario, the agenda is critical to the success of the meeting.
Here
are some questions to consider:
·When did you see the agenda? (Have you seen the agenda?)
·How much input have you had to the agenda?
·How much input has every board member had to the agenda?
IDT Tip:
See the creation of the Agenda as part of your meeting. Use it to create
an ebb and flow of the meeting that reflects your style as chairman and
encourages contribution by all attendees.
Standing
Agenda
For
many organisations it is appropriate to have a core standing agenda – a list of
items that are part of every board meeting.
When
taking on the role of the chairman with an established meeting framework you
have probably been provided with the minutes of past meetings. Have you also
received copies of the agenda for the last few meetings? If not, request them.
This will give you an overview as to whether the agenda is followed, whether it
only contains standard agenda items and, crucially as we’ll see below, how
extensive ‘Any Other Business’ is to the discussion.
IDT Tip
– ask to see past Agenda, not just past Minutes, when taking on
the role of chair
We
started with a question, who owns the agenda?
Ideally
the board of directors should collectively own the agenda. It is their meeting,
and their responsibility to ensure that their time spent in the meeting is
effective and productive.
Hence,
before any board meeting it is good practice for the chairman to issue a draft
agenda, whether a standing agenda is used or not. IDT recommends that the
circulation of the draft agenda should include the following additional points:
·A clearly stated purpose for the meeting
·The expected outcomes from the meeting
·A clearly stated time allocated for each agenda item
·A list of “must have” and “nice to have” attendees
·List of supporting information that will be provided: financial statements, reports, project updates, etc.
·A request for additional items to include in the agenda (as
a replacement for AOB at the meeting – see below)
Board
members should be given time to make suggestions for additional items and
comment on the agenda. IDT recommends that the agenda is issued as a draft up
to one month before each board meeting. This allows attendees to consider if
there are any additional items that should be incorporated and to flag any
topics where there may be updated information or more time required on a
specific topic.
Up
to two weeks should be given for finalising the agenda and the final agenda
should be issued a week in advance with the relevant board papers.
Ideally
the chairman will be responsible for this process, in this sense the chairman
has taken, if not ownership of, then responsibility for the agenda.
The
role of the Company Secretary
Where
a board has the luxury of having an experienced company secretary, the chair
should liaise with the company secretary prior to the meeting to ensure that
the agenda captures all requirements and is achievable. A good company
secretary will also offer their advice and opinion on prioritisation and will
be able to draw on past experience of previous board meetings. A chairman
dismisses this expertise and knowledge at their peril, whilst those that
believe this role is purely administrative will soon lose the opportunity to
draw on the expertise on offer.
For
those companies without the benefit of an experienced company secretary, or
perhaps with administrative support only, the chairman must take sole responsibility
for the agenda to ensure that the meeting is beneficial and fit for purpose …
and so that it aids his role during the meeting itself.
What
should a Good Agenda Include?
IDT
offer some things to consider for inclusion on an agenda.
·Pre meeting networking time (not always appropriate, but worth
considering)
·Start time
·Finish time
·Mid meeting break (if it is expected to last longer than 90
minutes)
·Allocate e.g. two minutes to each member of the board to share
their feelings, express their concerns etcetera. (The two minutes must be a
strict two minutes)
We
also offer some suggestions on things to allocate limited time to, or to leave
off the agenda totally:
· Limited time: Meeting administration
– whilst
important and a good way to start the meeting, ensure that, as the chair, you don’t
allow this time to extend into the meeting itself. Similarly limit
administration during, and at the end of, the meeting. Noting action points to
be recorded should be a brief clarification of the action, not an opportunity
to continue the discussion.
· Limited time: ‘Approval of Previous Meeting Minutes’
–
realistically these should have been approved after the last meeting when the
meeting content was fresh in the minds of attendees. Allowing further comment
or amendment at this next meeting implies that comments on the draft after each
meeting is not a requirement and thus creates bad habits. It also has the
potential to reignite the content of, and discussions at, previous meetings.
Our Tip – limit this to confirmation of approval for the minutes and move on
quickly.
· Avoid – ‘Any Other Business (AOB)’
– There are 2
schools on AOB – keep it in to allow further contribution by all attendees. Or
take it out as it is one of the items that can most frequently result in an
extended meeting time and lack of focus on the agreed agenda.
Our
experience is this - disallowing AOB can be a most effective way of helping a
board meeting achieve its purpose. The
board will have had a month to get things on the agenda. The chairman should
make it clear that only time critical issues that have arisen in the days
before the board meeting can be added to any other business in all but the most
business impacting cases. For example, a significant customer matter, an
external action that impacts on the strategy of the organisation, an offer for
the company.
AOB
is usually at the end of a meeting but, if it is really beneficial to include
it, we recommend that 5 minutes is given at the beginning of the meeting to
raise AOB. As chairman you can then decide how important the additional
business is and reallocate time to ensure that the meeting still meets its
purpose and finishes within a reasonable time.
Additional items raised by attendees between the final agenda being
circulated and the day of the meeting can also be included at that stage at the
Chairman’s discretion.
IDT Tip
– try removing AOB, or adding it at the beginning of your next meeting.
Timings
Add
approximate timings for each agenda item so that the time allotted for the
meeting is appropriately allocated to each topic.
Through
this, attendees will be able to clearly see and understand which topics have
the most time allocated to them and, as a result, they should be prepared to
contribute in more detail to those with longer time allocations.
IDT Tip:
Prioritise, in the order of the agenda, those items that will require
greater discussion or are a priority to discuss and progress. If an item is more
significant than usual, consider bringing it forward in the agenda so it can be
discussed when all attendees have a clear mind for discussion.
Do not
allocate time based on the size of the supporting information. And definitely
do not allow time in the meeting for attendees to read supporting information.
If it has been submitted too late, it should be disregarded – director time is
valuable and should be used appropriately. It is disrespectful, at the least,
to expect a board member to read late submitted content.
Alternatively,
if a board member has not read their board pack prior to the meeting, the chair
and their fellow board members should be questioning this attendees’ time
availability to contribute.
IDT Tip:
Add approximate timings to each agenda item, ensure that administrative
items have minimum time – ideally limited to 5 minutes at the beginning.
The Small
Things Matter
Who is
providing the admin support - minute-taking, action tracking, refreshments, etc?
As Chair what have you agreed with this person and is everyone aware?
Don’t
under-estimate the benefit of a well-supported meeting. Enabling the focus of
attendees to deliver in their role and ensure the meeting is targeted and achieves
results is, in large part, due to the encouragement of an effective chair and
having surroundings and facilities that support effective discussion and
contribution by all.
When will
minutes of the meeting will be distributed, and when will comments on the draft
version be expected? When will meeting
packs and pre-reads be received before the meeting? What is the deadline for
submission of supporting documentation? As was noted above, late submissions
should not be tolerated without a good reason. Frequently late submissions to
board packs should be refused. Consider inviting an individual who frequently
submits their board information late for no good reason to attend the board and
verbally present their information – just once should do the trick if your
board is particularly challenging!
If
these things are all set up and clearly stated, then the meeting process itself
will run a lot smoother and attendees’ expectations will be managed.
So who
Owns the Agenda?
The chairman
… many things can be delegated but not this one. Without ownership of
the agenda by the chairman, their ability to be effective in the role and lead
a purposeful meeting is hampered.
If you
are a chairman, see the agenda as a purely administrative task at your peril!
This
article was created from recent discussions by the IDT team on the role of the
chair based on our collective experience of chairing meetings as well as acting
as non-executive directors and EO trustees.
If
you would like to know more about how we can help your organisation contact us to
arrange a confidential and free chat on info@directorsandtrustees.co.uk
or tel: 0203 926 6000
