Here’s my quick take on how non-profit boards should work. Obviously in addition, they should do whatever is required legally in whatever jurisdiction you’re in.
It’s tempting to just try to hire board members who have the skills you need.
Instead, you should design a board like you build a team: get a combination of experts with the skills you need, then help them to work well together.
Selection
I think there should be about 5 people on the board.
Criteria:
Everyone on the board has:
Some basic alignment with the org (believe in and understand its mission at a high level)
Broadly smart and sensible.
Ability to coordinate and be reasonably concise
Three of five are quite strategically aligned (e.g. at the level of a mid- to senior-level staff member at an organization doing similar work)
Active trustee: At least one of those three has the management experience and capacity to do a serious annual review of the CEO’s performance (ideally experience managing managers, at least 10 person-management-years)
Chair: At least one of the five has the time and leadership skills to chair: run meetings efficiently, keep people on task, etc.
Treasurer: At least one of the five has some professional experience dealing with legal and/or finances and the capacity to seriously engage with the organization’s audit reports etc.
Nice to have
Comms
Crisis management
Professional experience in things related to the organization’s work products (e.g. an organization focused on producing research should have someone with research expertise on the board)
Track and avoid AI COIs.
I think boards should mature over time:
For a small startup I think it’s mostly fine for the org to be founders + people the founders trust: if the founders are good, they should get support and be unblocked; if the founders are bad, the org will fail regardless of the board.
Once the org becomes more mature and controls more resources, the board should have more external people, and do more scrutiny of whether the founder/CEO is still the right person to lead the org through the next stage of growth.
Using the board
The active trustee should meet with the CEO every 1-4 weeks (depending on how well the CEO is doing and how much support they need).
The treasurer should do check-ins with the ops team every 1-2 months, and dive into audit reports, financials, etc.
The full board should meet every quarter for 2h
Before this meeting
It might be good for the CEO to meet one-on-one with most board members to brief them and ask questions.
It’s useful to have a ~5-page report sent to the board a week before the meeting, so that you can do updates asynchronously before the meeting.
In the meeting:
First, the board should meet without staff to discuss the CEO’s performance. It’s good to do this reliably even if there are no concerns before meeting.
Then staff should join and you should discuss any questions, issues, or concerns from the update. The board should really dig into how the org is performing and feel on the hook for making sure it’s good.
Then the CEO might ask for input on any active conundrums, or things that need board-level discussion.
(Maybe the board needs to sign off on some things, but this should normally be done asynchronously / shouldn’t take too much time.)
Annually the active trustee should write a performance review for the CEO, which the rest of the board should review and sign off on.
As preparation for this, the active trustee should review an anonymous staff survey, probably chat to a handful of the senior people, look at what the org has produced, and ask the treasurer how ops stuff is going.