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Making the Switch: Tips for Transitioning from a Working Board to a Governance Board of Directors

Updated: Apr 16

In the blog post Navigating Non-Profit Boards: Unveiling the Dynamics of Working vs. Governance Boards, we discussed the differences between working and governance boards. Many non-profits start as working boards, and as they become more established, they evolve into governance boards.

Transitioning from a working board to a governance board of directors.
Transitioning from a working board to a governance board of directors.

In some cases, this transition from a working board to a governance board is natural and smooth; in other cases, tensions arise, and there is a push and pull as individuals struggle to understand the new parameters under which they must now work and the restrictions that may now be placed on them.

This is particularly true when a non-profit founder is actively involved in the operations and on the Board of Directors, which requires the founder to let either go of their role “operating” or sitting on the board “directing” the non-profit. This can be difficult because most founders are passionate about the non-profit’s cause.

Does your organization have the capacity to transition from a working board to a governance board?

Defining exactly when your board needs to transition from a working board to a governance board is influenced by several factors:

  1. How active are existing board members in the operations of the organization? Is this sustainable on a volunteer level?

  2. How quickly is the need for your services and programs growing? Can this growth be sustained under the existing working board model?

  3. Do your stakeholders (clients, funders, community partners, neighbours, etc.) believe that expanding your services is necessary?

  4. If the organization hired an Executive Director, would sufficient funds be available to support this individual in their role for 6 – 12 months without other funds being secured? Where else can funds be found to support a part- or full-time Executive Director?

  5. Is there enough work to keep a full- or part-time Executive Director busy?

  6. What has been done to create a job description and organizational chart for the organization that reflects what it would look like if an Executive Director were hired?

  7. How comfortable are the board members (including the founder) in stepping back in their volunteer roles (if required and necessary) to enable the Executive Director to take on full ownership of the role?

Planning for your Transition

If your Board finds itself answering “yes” to one or more of these questions, it’s time to consider how the transition will be made and put plans in place to ease the growing pains. Here are some ideas on how to go about preparing for the transition from a working to a governance model:

  1. Review your bylaws and constitution. Will everything they cover remain relevant if you shift from a working to a governance model? If not, discuss the changes and submit your documents to the appropriate government department to kick-start the transition process.

  2. Do an organizational assessment to define what needs to be done and write comprehensive job descriptions for paid and volunteer staff. Create an organizational chart that reflects the staff/volunteer roles and reporting structure. This is also an excellent time to establish hiring criteria that include the skills, experience, aptitude, and characteristics desired for the position(s).

  3. Research similar jobs online, looking for jobs with similar responsibilities and establishing a pay range for each position. Confirm that you have the funds to cover this position for 6 – 12 months without additional funding.

  4. Jointly establish a timeline that outlines when the key positions will be filled and how volunteers will train paid staff in their new roles.

  5. Before hiring new staff, discuss at the Board level what this means for each working board member, their volunteer activities, and their new role. Be sure to highlight that their continued involvement is essential and that the historical knowledge they must share is necessary for a smooth transition. If any Board members resist the change, it is best to open up that discussion at this time to ensure it is resolved before staff are hired.

Determine if any existing Board Members are interested in applying for a paid position. If yes, they must remove themselves from the hiring process to ensure they are not in a conflict-of-interest position.

Advertise the necessary positions, review resumes, and hire the best candidates based on the pre-established hiring criteria. Hire the Best Candidates.

Given that the critical difference between a working and a governance board is hiring staff, the seven steps outlined above establish a solid foundation for the transition. They are not foolproof, however. Care must be taken as the transition from a working to a governance board proceeds to have open, honest, and transparent conversations between board members and to involve staff where necessary.

If this ongoing communication is not prioritized, like most things, misunderstanding and resentment can arise. Change is never easy, particularly not for a board that has been actively involved in doing the work and who is asked to hand that work over to someone else so that the organization can evolve and grow.

What other considerations do you see when you transition from a working board to a governance board? What other sticky points might you identify? Please share them below.

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