Whether your family business is considering establishing a board for the first time, or your existing board has evolved beyond its original purpose, it’s important to thoughtfully consider the following key points. A well-governed board can significantly enhance the strategic direction, financial health, and resilience of your company.
Key Points to Consider for Effective Board Governance
Board Continuum: What Type of Board Do You Need?
A critical first step is determining the type of board structure that aligns with your business needs. In family-owned companies, the board could serve various roles, from a symbolic “paper board” with limited function to an actively engaged “fiduciary board” with substantial oversight responsibilities. Common types include:
- Paper Board: Primarily a formality with little to no active involvement.
- Rubber-Stamp Board: Acts primarily to approve decisions already made by management or the family.
- Advisory Board: Provides strategic advice but holds no fiduciary responsibility.
- Fiduciary Board: Fully responsible for governance and oversight, ensuring compliance with legal and financial standards, while offering a strategic direction for the business.
Board Composition: Who Should Be on the Board?
The composition of the board is crucial for its effectiveness. A strong, diverse mix of perspectives and skills enhances decision-making and strategic planning. When selecting board members, consider:
- Family Members: Ideally, family members on the board should bring complementary skills and a strong understanding of both the business and the family’s values.
- Employees: Including key internal leaders may provide valuable operational insights and bridge the gap between governance and day-to-day operations.
- External Advisors: Independent external board members or industry experts can offer unbiased perspectives and help balance the influence of family members.
- Friends or Advisors: Trusted individuals with expertise or strong connections who understand the family’s vision can also be valuable.
Board Chair Selection: Internal or External Leadership?
The Board Chair plays a pivotal role in steering the board’s effectiveness. Consider whether a family member or an external advisor is best suited to lead. The Chair should have strong leadership skills and a deep understanding of governance, business strategy, and family dynamics. They should also undergo formal training and education to lead the board in a way that is both effective and respectful of the family’s long-term vision.
Committee Structure: Is It Necessary?
Many family-owned businesses benefit from establishing committees within the board, particularly when it comes to specific areas of governance such as finance, risk management, or succession planning. For example, an Owners’ Representative Committee may be appropriate for businesses with a Family Council, providing a structured way to address ownership issues and facilitate communication between family members and the board.
The need for committees will depend on the complexity and size of your business. Having the right committees can ensure more focused attention on critical areas, improving decision-making and accountability.
Meeting Cadence and Content Development: A Balance Between Strategy and Operations
Effective governance requires well-organized meetings with clear agendas. When establishing your meeting structure, consider the following:
- Cadence: How often should the board meet? While quarterly meetings are standard, some businesses may benefit from more frequent engagement during periods of growth or transition.
- Agenda Development: Develop a balanced agenda that includes both strategic discussions and operational reports. Strategy-oriented meetings should focus on long-term business goals, while operational meetings might include updates on performance, financial results, and compliance.
- Content Development: Ensure that board members receive the necessary information ahead of time, enabling them to make informed decisions. This includes reports from management, financial statements, and other relevant data.
If your family business is preparing for multigenerational continuity, it may be beneficial to involve next-generation family members on the board as observers. This allows them to gain exposure to board discussions and governance processes without the responsibility of voting. Over time, as they mature and develop their skills, they can transition into active board roles.
Additionally, incorporating the next generation into the board ensures that they understand both the business and its governance structure, which is essential for a smooth succession process when the time comes.
The Power of Effective Governance
A well-functioning board is not just about compliance. It's about fostering strategic foresight, ensuring sound decision-making, and protecting the future of the family business. The role of the board should extend beyond just advising on compliance; it should also challenge the family’s thinking, offer diverse perspectives, and help the company navigate the complexities of an ever-evolving business environment.
Through careful governance, family businesses can thrive across generations, adapting to new challenges while staying true to the core values that have shaped their success. With a strong board in place, your business won’t merely endure—it will flourish for years to come.
Visit First Bank’s Center for Family-Owned Businesses to learn more about effective governance strategies and how we can help you build a business strategy that drives long-term success. To further support the executive leadership within family-owned and privately held businesses, First Bank’s CFO Roundtable provides a peer-based forum for senior financial executives to exchange ideas, discuss challenges, and explore emerging trends. Through candid dialogue and shared experiences, participants gain valuable insights into business strategy and long-term planning, strengthening their ability to guide their organizations through complexity and change. Explore the latest CFO Roundtable insights: access articles, webinars, and resources on business strategy and connect with the Center for Family-Owned Businesses team.