Heads Speak: Handling 10 Common Governance Snafus

In our combined 22 years of school leadership, we are fortunate to have worked with boards of trustees who are wise, strategic, and clear about their roles and our roles as head. But when you have been a head of school as long as we have, you hear stories of the proverbial governance train going off the track. Most serious governance crises involve a lack of clarity about roles and responsibilities and a breakdown in communication.  

In our experience, the head keeps no secrets from the board, and the board is equally transparent with the head. However, even in great relationships, other people can cross boundaries, creating murky and stressful situations.  
 
Independent school boards are typically made up of parents and alumni, who volunteer their time and care deeply about the school. The head is the board’s sole employee, but that is not always well understood by all constituencies. Boards like surprises less than they like anything else, so excellent and regular communication is essential.
 
Here are some dilemmas that have been shared with us as well as our diagnoses and cures about what can help or did help resolve the situation.
 
1.     A board member bullies a faculty member about a grade or a coach about playing time, threatening, “You know, I’m on the board…”
 
The head and the board chair must speak to the trustee together and review the expectations of being a trustee — check your new trustee orientation to be sure that this type of conduct is not (and has not been) the norm. It is best if the topic of how a trustee should, or should not, behave is addressed up front as part of the new trustee orientation process, which is typically led by both the board chair and the head.    
 
2.      A trustee’s spouse crosses over the line and expects special treatment from the head. She or he calls the head directly on minor matters — a child’s grade on an assessment, for example. What should the head do?
 
The head must document the phone calls and share with the board chair, who, ideally, reminds the board member to ask his or her spouse to respect the chain of command and to be mindful of not taking advantage of the trustee relationship. If the head has a strong relationship with the board member whose spouse crossed the line, the head can talk with that board member directly. However, the head should make sure the board chair is aware of the situation and the conversation.  
 
3.     A donor steps forward with the promise of an extraordinary gift that is not in the school’s strategic plan. Many board members are very excited about the possibilities of this gift and are angry with the head’s reluctance to accept such a generous gift.
 
The head must know the board’s hopes and dreams — ideally, the development committee of the board has a process for what to do in just such an eventuality. It is the board, not the head, who would accept such a gift, or work with the head and the advancement staff to morph the gift into something that works for the school. Usually, if a donor is willing to make a very large gift, there is a strong, underlying love of the school in play. The head and board chair should strategize about how to appeal to that donor’s love of school to redirect the philanthropy.
 
4.     A board member lobbies the director of admissions hard on behalf of a child who is neither an academic nor social fit for the school.  
 
The director of admission brings the concern to the head, who alerts the board chair. In this case, we might phone the board member directly to remind him/her of our excellent admission process and the fair consideration all applicants receive. Some heads prefer to stay out of the admission process; others are more actively involved. Regardless, the trustees need to understand that the admission process has to consider both the needs of the child and the fit for the school.    
 
5.     Several faculty members approach board members to vent about the current administration and their fear that under this head’s leadership, standards are slipping.
 
Ideally, board members are trained to thank the faculty for sharing their thoughts. Yet they understand that they, as board members, are not the right people with whom the faculty should speak. The trustees should refer the disgruntled faculty members to the head. And one of them ought to pick up the phone to alert the head that grumpy faculty members are stepping over the lines of appropriate behavior. If the head learns that trustees are taking audience with disgruntled faculty without informing the head, the board chair needs to be consulted and intervene with the offending trustees.
 
6.  Several parents approach board members at a party to express their concern that the Lower School is admitting “all kinds” of children.
 
Here, we hope the board is ready to articulate the school’s mission and values that, no doubt, support having all kinds of children in the school. Again, the board members might suggest these parents speak directly with the head. It is also good to remind the person who is concerned that there are many sides to all children and the admission process is designed to see the student applicant in those many dimensions.
 
7.  It has come to your attention via a current parent that a member of the board was speaking ill about a member of the school’s senior leadership team openly at an athletic contest within the earshot of a lot of other parents.
 
The head discusses the incident with the board chair. They decide that either the board chair or the head will discuss this concern directly with the member of the board, who was publicly so negative. They let that trustee know that regardless of whether or not the opinions about the administrator are valid, it is inappropriate to share those thoughts publicly. If a board member has such concerns, it is important to bring them directly to the administrator in question, or to the head of school.
 
8.  A member of the board who’s eager to be of service to the school is spending too much time in the offices of the various senior administrators. While this trustee is a great ally to the school, she or he is proving to be a huge “time suck” for the leadership team.
 
It would be hard to tell such a committed person and volunteer that s/he is not welcome, so the head of school might give this trustee a “special job” that will consume his or her time, but not as much time for the administrators.  
 
9.  Over the summer, a handwritten anonymous letter is sent to the board chair and every other board member alleging that the head’s spouse is having an affair with another faculty member. The board chair phones the head to confer.
 
The head confirms no affair is happening; no further action is taken. At the first fall meeting, the board chair confirms that the board does not respond to anonymous concerns. The board chair then reminds the other trustees about how sensitive this matter is, not to address this issue themselves, and to funnel any relevant information they hear (but do not solicit) to the chair and head.
 
10.  A small but vocal group of parents insist, at every forum, that the school needs squash courts to be competitive in the independent school market. This group, not getting satisfaction from the head, writes a letter to the board demanding that squash courts be included as a priority in the next campaign.
 
The head and board chair meet with the vocal parents. They listen closely and ask if any members of the group are interested in funding the project. No one is. The board chair suggests that the need for squash courts and the capacity to fund them will be assessed as the campaign proceeds. The head and board chair tell these vocal parents that when they identify donors whose gifts will total more than 50 percent of the cost of squash courts, they will seriously consider their request.

Head and Board Chair Relationship Is Crucial

The answers to these 10 dilemmas should indicate just how important the head and board chair relationship is for maintaining healthy governance and dealing with breaches. The relationship between head and chair needs nurturing, which takes time. It behooves a head to be sure she or he has sufficient time to get to know the chair and to spend time regularly making the chair aware of any potential challenge or controversy.
 
The best chair and head relationships are built upon a foundation of trust, communication, and mutual respect. With such a strong foundation, solutions can typically be found to even the most challenging governance dilemmas.
Authors
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Ann Klotz

Ann V. Klotz is head of Laurel School in Shaker Heights, Ohio, and the founder of Laurel's Center for Research on Girls.

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D. Scott Looney

D. Scott Looney is the head of school at Hawken School (Ohio) and the founder and board chair of the Mastery Transcript Consortium.