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Spell it out

By Piper, George
Publication: Credit Union Management
Date: Friday, December 1 2000

Imagine you've accepted a new job. You know a little about the company and what it does. But when it comes to exactly what your position requires, you come up blank. No one's ever explained your duties, so you go through the motions and wing it.

Unless the job involves saving lives or national

security, at least you're getting paid to be a small cog in the great workings of a company. But if the position involves the responsibility of overseeing the successful prospects of an organization-let's just say as a credit union board member-the lack of a job description can be frustrating, even frightening.

Volunteer job descriptions are important "for the same reason it's important to have job descriptions for staff-so they know what their job is," says Miriam Carver, an Atlanta-based board consultant.

"Otherwise, the chances of not getting the job done are rather high, chances of dispute over a misunderstanding of the job are high, and a waste of time for good people is virtually guaranteed."

Besides outlining basic duties and expectations, job descriptions aid in recruiting potential board members who might want to find out what they're getting into. Complementary of an individual board member's role should be the expectations of the board as a whole. This subtle yet vital distinction between the two processes often gives greater understanding for the individual and collective responsibilities.

For an existing board, developing job descriptions can be a tough sell to those who may not see the importance of a formal document or who believe such a procedure sets standards too rigidly.

When then-board Chair William A. Raker, CCE, pushed for job descriptions six years ago at U.S. Federal Credit Union in Bloomington, Minn., he encountered some resistance. Much discussion centered on education requirements. Those opposed to job descriptions felt that completing various educational modules would take up too much of a volunteer's time, recalls Raker. But an equally strong argument for the procedure is that board members need to make an effort to understand what a credit union is about.

"What we wanted to say is if you're willing to take on this responsibility, here is what the board requires of you," says Raker, who is now CEO of the 75,000member, $360 million institution.

A request by the board's nominating committee for a volunteer's requirements and characteristics got the ball rolling. The board eventually decided to document and formalize the board's role in the form of job descriptions.

Rather than reinvent the wheel, Raker and his fellow board of directors studied other credit unions' job description procedures. The final product places an emphasis on continuing education. "It's only through continuing education through outside educational programs that they're able to keep up with that," explains Raker. U.S. FCU's description also deals with board organization, policy, evaluation, community relations, human resources and finance, and serves up the document as guidelines rather than requirements. (Read more in "Description Details," p.47.)

"You can call them guidelines but these are serious expectations," says Raker. "As soon as you make it a requirement, you must have a process to deal with someone who doesn't meet with the requirements."

A standing committee at U.S. FCU, the planning and policy committee, reviewed the description process as it does all policies to ensure policy development consistency. Committee approval gave the job description recommendation another footing of support for final board approval.

It's also important to establish roles and responsibilities for the entire board as well as individual members, notes Sandra Hughes, senior governance consultant with the National Center for Nonprofit Boards in Washington, D.C. "The board holds its power as a collective entity; therefore, there should be a description of what that role is," she says.

Information is available and very detailed on virtually every aspect of running a business-from management to janitorial services-but board governance guidance is hard to find, adds Carver, co-author with John Carver-developer of the Policy Governance(R)model-of Reinventing Your Board and Boards That Make a Difference. Board members are forced to "wing it"-an art form for many governing boards, says Carver-and often make their own interpretations of the collective board's rules and roles.

"Unless you know what the board's job is, then you don't have a prayer in figuring out what the individual board members' jobs are," Carver says.

Robert D. Scott, CCD, a veteran board member at $3.4 billion, 404,000-member Pentagon Federal Credit Union in Alexandria, Va., has tried several times without success to gain approval for formal job descriptions and continuing education plans for board members. Many say time demands of jobs and families make education plans hard to fulfill and told Scott they didn't feel job descriptions and education requirements are necessary for their dedicated board.

Scott agrees the board overall does a quality job of taking an interest in the credit union and takes advantage of educational opportunities in the absence of a formal document. Still, he believes it's important for boards to put descriptions in writing. Board ranks are filled with intelligent professionals, but, he says, there's a big difference between sitting on a board and understanding a credit union, the credit union philosophy and the movement.

"I personally feel, even in our credit union, so many came to the board with limited knowledge of the credit union, how it functions, its mission and its responsibility," says Scott, a 16-year member of the Pentagon FCU board. "In this day and age, board members tend to become so bottom-line oriented they forget the credit union's mission," which Scott adds is to serve members.

A proponent of several education programs (read Description Details," p. 47), Scott says boards should strive to educate volunteers about the credit union movement. "Most of us don't come to the credit union with that mindset and knowledge, but we couldn't necessarily know those are the kinds of things the movement expects of us."

U.S. FCU board members tell Raker job descriptions help the credit union attract strong candidates. Over the years, a few have refused to follow the guidelines but, Raker says, those directors did not stay with the credit union long. That's why it's important to state up front what is expected. "Once the candidate is chosen for the ballot, we ask them to acknowledge receipt of the job description so they can't say they don't know what's expected of them," he says.

People have several reasons for joining a board, notes Hughes, and not all of them benefit the credit union's purpose. That's why job descriptions-- ones that outline responsibilities in some depth-can weed out less-than-desirable candidates.

"[Candidates] say, `Sure, I'll get on the board because it's an `honor and a privilege,' not knowing they have a legal and fiduciary obligation," says Hughes. "[A job description] enhances communication and understanding of the whole structure of operations."

Raker agrees. "Without a job description, it's difficult for an individual to come on the board and have an understanding of what's expected. Without a clear understanding, the overall governance of the credit union would be weaker than what it is with a formal job description."

Because of the volunteer nature of credit union boards, detailed job descriptions might prevent some from seeking an unpaid appointment.

Pentagon FCU's Scott tells of one businessman whose company had real estate dealings with the credit union. He volunteered to be on the board and asked about the pay. When Scott told him the pay was zero except for attending educational conferences at the credit union's expense, the businessman noted his multi-thousand dollar salary as a bank board member, with stipends of several hundred dollars for board and committee meetings, etc. Needless to say, the man did not pursue being a candidate for the Pentagon FCU board.

The pay-or lack thereof-is irrelevant, says Carver, because board members still agreed to the position. "You could argue that because they're volunteers, it's even more important not to waste their time," she says. "Without clarity, there's a guaranteed waste of time." Still, Carver is incredulous that volunteers might balk at something that helps them with their duties. "Isn't it outrageous for people to learn how to do their jobs?" she asks in mock jest. "Whoever came up with that one?"

Clear job descriptions, adds Carver, can solve the following issues:

1. How can a group of equals, with no individual power, hold all the authority as a group?

2. How does this group control the organization (credit union) or elements that must be controlled so the organization is accountable and productive?

3. How does the board exercise this control in a way that is unambiguous, yet allows maximum flexibility?

Misunderstandings occasionally arise between staff and board. Clearly defined roles of credit union management and the board should eliminate potential rifts between the two entities, suggests Hughes, noting the word "govern" comes from the Greek, meaning "to steer," and not to micromanage.

"The communication stream gets a little muddy. It causes challenges in the relationship between the board chair and the credit union (management)," she says. "Also, it gives rise to conflict where conflict is needless."

It's human nature to "fill in the blanks" when roles are unclear, Carver says. They may see their board status as a manager without having gone through a formal hiring process.

"They think that because they're on board and accountable, they need to be involved in every decision, which is not only impossible, but doesn't stand up to scrutiny."

One way to prevent the board from infringing on the CEO's duties is to have job descriptions for both roles and look at them side by side, Raker says.

This gives both parties a good understanding of each other's job and should strengthen and improve communication between board and management.

"If a director or the entire board is stepping outside the description for that role, [having job descriptions allows] an easier process for them to correct the problem," says Raker.

He adds that in 14 years as a board member and CEO, he's never personally seen a board try to inject itself into dayto-day business.

For job descriptions to work board members must first realize that this volunteer post is indeed a job, adds Carver.

Then they can discuss and agree on what the job is, what decisions they need to make, what decisions others make, and how to discipline themselves to get the job done.

AUTHOR_AFFILIATION

George Piper is a free-lance business writer based in Columbus, Wis.

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