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Excellence in Governance. Alberta School Boards Association. January 2011 George B. Cuff, FCMC. Topics to be Covered. Agenda. Some Introductory Background Why Governance and Leadership are Important The Essence of Leadership The Keys to Good Governance The Challenges of Governing

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excellence in governance

Excellence in Governance

Alberta School Boards Association

January 2011

George B. Cuff, FCMC



  • Some Introductory Background
  • Why Governance and Leadership are Important
  • The Essence of Leadership
  • The Keys to Good Governance
  • The Challenges of Governing
  • What’s Wrong with the Status Quo
  • Tone at the Top: The Board-CEO Relationship
  • What Effective Governance is
  • What Should Your Board be Doing
  • Questions, Comments, Adjourn!

A Brief Introduction

  • Born, raised, educated in Jasper Place & Edmonton; grad of JPCHS in mid-60s; then of U of A in mid- 70’s
  • A boxer and a runner in high school; both essential to survival!
  • Experience as a banker, oil/gas accountant, communications officer, recreation/parks director, elected official & consultant
  • Mayor of Spruce Grove for 12 years
  • Management consultant for 34 years; FCMC 2007

A Brief Introduction

  • President of the AUMA (1982-83) & FCM (1988-89); Award of Distinction from both
  • Author of 250± articles on governance & leadership; published 4 books on local government governance through Municipal World
  • Consulted to all 3 levels of government & overseas (boards, agencies, Boards, associations); Reports for approximately 500 organizations; another 500 seminars in all 10 Provinces, 3 territories
  • Old!

So What?

Governance & leadership are important because:

  • These are the key elements and foundations of our democratic institutions
  • Because the decisions made impact all aspects of our lives
  • Because the input of citizens occurs through the voices of their elected officials
  • Because all organizations need to understand their direction/goals/priorities to achieve mandate

What is Governance?

The process of exercising leadership:

  • by the governing body(the Trustees)
  • on behalf of those represented (i.e. the citizens)
  • to the constituencies we serve
  • in terms of organization’s purpose/control/future
  • while providing oversight to ensure that its mandate is achieved.

What is Leadership All About?

  • Leadership is About Learning
    • In a study of 90 top leaders, leadership experts Warren Bennis and Burt Nanus made a discovery about the relationship between growth and leadership. They reported “It is the capacity to develop and improve their skills that distinguishes leaders from followers”. Successful leaders are learners. It is an ongoing process of self-discipline and perseverance.

What is Leadership All About?

  • Leadership is about Self-Awareness
    • The late English Prime Minister Benjamin Disraeli commented “To be conscious that you are ignorant of the facts is a great step to knowledge”.

What is Leadership All About?

  • Leadership is About Preparation
    • Former heavyweight champion Joe Frazier stated “You can map out a fight plan, but when the fight starts you’re down to your reflexes. That’s where the roadwork shows. If you cheated in the dark of the morning, you’ll be found out under the bright lights.”

What is Leadership All About?

  • Leadership is About Influence
    • Harry A. Overstreet, author of the Mature Mind, a required text for our university class 35 years ago, states "The very essence of all power to influence lies in getting the other person to participate". While you may be able to demand certain actions as a boss, you will only capture their hearts by effective persuasion and by example.

What is Leadership All About?

  • Leadership is All About Integrity
    • General Norman Schwartzkopf spoke of the issue of integrity when he said, "Leadership is a potent combination of strategy and character. But if you must be without one, be without strategy".

Why is Leadership Important?

  • Leaders:
  • provide the impetus for movement
  • possess the characteristics which enables others to follow their course
  • are people of integrity, vision and perseverance
  • are passionate about what their organization has done and can do
  • are successful at convincing others to join in their cause.

The Keys: Adhere to Sound Principles

Understand & preserve your mandate

Be clear re: vision/values/goals/priorities

Trustees are chosen as the representative of the “community”

Board & Superintendent need clarity re: collective & personal accountability

Orientation must be focused on the meaning & processes of governance

Board decision-making based on legislation & policies


The Keys: Adhere to Sound Principles

Board decisions flow from Board generated policies

Board policies flow from various inputs

Trustees confidence & success of policies rooted in trust relationship with Superintendent/administration

10. Trustees need respect for fellow board members

11. System committed to full disclosure of relevant information

12. Regular reporting on system results the shared responsibility of Trustees & Superintendent


Types of Governance

  • Fiduciary governance: thelegal, financial, and policy responsibilities of the board; includes the School Act requirements, board policy, business oversight and budget/audit processes.
  • Strategic governance: the processes by which boards plan and make major decisions with respect to resources, programs and services – the board engages in this realm with input/consultation from stakeholders.
  • Generative governance: the Board, Administration, staff, students and community collaborate to frame problematic situations, make sense of experiences, and engage the collective mind.
  • Source: Canadian Rockies Public Schools

Effective Governing Bodies

  • Recognize why each member is on the board
  • Respect the varying gifts/talents each brings
  • Understand that healthy dialogue essential
  • Are comfortable disagreeing on the issues
  • Respect the often difficult role of Chair
  • Commit to not criticize each other personally
  • Are not overwhelmed by the expertise of their advisors

Effective Governing Bodies (2)

  • Develop a common sense of key priorities
  • Embrace the inputs of administration, public, teachers, students
  • Respect the legislation & responsibilities of Government; push back when Government moves into Board’s mandate
  • Cherish its own policy governance role; stay out of the knitting

Impediments to Good Governance

  • Limited awareness of roles; inadequate orientation or an orientation focused on administration
  • Frustrated former educators who use new role to lash out at the “unfair” system/people
  • Focus primarily on Superintendent’s responsibilities
  • Limited commitment to “what did I promise?” during recent election campaign
  • Limited awareness of “the trustee is the public’s ally in encouraging system improvements”

Impediments to Good Governance (2)

  • Lack of desire to challenge Government on the key issues
  • Lack of stomach to make the tough decisions; jelly in the face of any opposition
  • Not being the public “policy” face; deferring to administration in the battles
  • Not being willing to learn from the past or from others in the business of public education
  • Not taking the time to “see beyond”

Fractures in the Status Quo

  • “There are those who preserve the status quo long after the quo has lost its status”
  • My perception of the challenges:
    • What does a School Board do?
    • What is a Board trustee?
    • Who are my Board members?
    • What have they accomplished lately?
    • Who are they working with? How do they help our community?

Roles of Board (Legislated)

  • A board can decide if a person beyond legislated requirements can attend school (Sec. 8)
  • A board may authorize the use of French or any other language as a language of instruction (Sec. 11(1))
  • May establish an attendance area for a school (Sec.13)
  • Refer attendance issues to an Attendance Board (Sec. 15)
  • Designate principals (Sec.19)
  • May offer alternative programming (Sec. 21)

Roles of Board (Legislated)

  • Develop/implement policies re: school councils (sec. 22)
  • Maintain school records for each student (sec.23)
  • Reinstate suspended students (sec. 24)
  • Expel a student (sec.25)
  • Provide early childhood services (sec.30)
  • Shall ensure that each of its resident students is provided with an education program consistent with the requirements of this Act and the regulations (sec. 45)

Roles of Board (Legislated)

  • Place students in a special education program (sec.47-48)
  • Has authority to charge tuition fees (sec. 49)
  • May prescribe religious or patriotic instruction (sec. 50)
  • Shall provide transportation (sec.51-52)
  • May provide maintenance allowance for students unable to attend designated school because of living arrangements (sec.53)
  • May provide off-campus education programs for students (sec.54)

Roles of Board (Legislated)

  • May develop or provide courses to any person on any subject (sec.55)
  • Decide when school is “in” (i.e. days/hours open) (sec.56)
  • May temporarily close a school building if the health or safety of the students is endangered (sec.57)
  • 60(1) A board must
  • establish policies respecting the provision of educational services and programs; in respect of its operations keep in force a policy or policies of insurance,
  • maintain, repair, furnish and keep in good order all its real and personal property;

Roles of Board (Legislated)

  • A board must
    • make copies of the rules made by it available to those of its employees who are affected by the rules;
    • make rules respecting the circumstances in which a student may be suspended or expelled and the circumstances in which an expelled student may be re-enrolled (sec.60)
  • A board MAY
    • develop, acquire or offer courses or programs
    • provide for parental and community involvement in schools (sec.60)
    • invest only in accordance with the regulations
    • provide for the payment of travelling and other expenses and honoraria to trustees

Roles of Board (Legislated)

  • make payments, other than loans or grants, to another board;
  • make grants or payments, other than loans, to an association of school trustees or to a person or organization engaged in educational activities;
  • at its own expense or otherwise, arrange, undertake or sponsor for its students educational, cultural or recreational trips inside or outside its district or division;
  • establish committees and specify the powers and duties of the committees;
  • charge a parent of a student fees with respect to instructional supplies or materials;
  • make any banking arrangements necessary for the carrying out of its duties and powers. (sec.60)

Roles of Board (Legislated)

  • 61(1) The board may authorize by resolution any of its employees, a committee of the board or that is established by the board, a school council, or a joint committee established under section 63, to do any act or thing or exercise any power that the board may or is required to do or exercise subject to the directions and limitations set out in the resolution, except for those powers referred to in subsection (2).
  • (2) The board shall not delegate the power to make a bylaw under this Act, the power to close a school or school building under section 58, the power to requisition from a municipality that the board may have from time to time, and (f) the power to hold a hearing under section 104.
  • (3) Notwithstanding subsection (1), the board shall not delegate, except to the superintendent, the power to suspend the services of a teacher, or the power to terminate the services of a teacher.

Roles of Board (Generic)

  • Leadership:
    • vision, priorities, dispute resolution
  • Decision-making:
    • best process, access to quality information & advice
  • Public participation:
    • determine best approach; identify administrative contact

Roles of Board

  • Ensure open door communication:
    • Provide access; ensure information available; don’t over-react to complaints
  • Guard resources:
    • Set policies; monitor; meet with auditor
  • Policy Leadership:
    • Identify the issues; review/refine/update/observe

Roles of the Chair (Legislated)

  • 65(1) At the organizational meeting, and afterwards at any time as determined by the board, the board shall elect one of its members as chair and another as vice-chair to hold office during the pleasure of the board.
  • (2) If the chair through illness or other cause is unable to perform the duties, the vice-chair has all the powers and shall perform all the duties of the chair during the chair’s inability to act or absence.
  • (3)If both the chair and the vice-chair through illness or other cause are unable to perform the duties of the office or are absent, the board shall appoint from among its members an acting chair…has all the powers during chair’s …absence.

Roles of the Chair (Generic)

  • Chairing meetings; providing guidance
  • Team-building; encouraging consensus
  • Advocate of Board’s agenda
  • Public spokesperson
  • Conduit of decisions to public and others
  • Board’s primary linkage to Superintendent & others

One Key to Good Governance

The relationship of the Board to its chief officer is one of the most significant keys to any system of governance. This relationship must be founded on respect, trust, role clarity, open communication,

transparency of decision-making

and no surprises.


Roles of the Superintendent (Legislated)

  • Transfer of teachers (Sec. 104, School Act)
  • Suspension of teachers (as delegated) (Sec. 105)
  • Report to Registrar regarding suspension (Sec. 109)
  • Serve as chief executive officer of the board and the chief education officer of the district or division (Sec.113)

Roles of the Superintendent

  • carry out the duties assigned to the superintendent by the board (Sec. 113)
  • supervise the operation of schools and the provision of education programs
  • implementing education policies established by the Minister
  • ensuring that students have the opportunity to meet the standards of education;

Roles of the Superintendent

  • ensuring that the fiscal management of the district or division by the treasurer or secretary-treasurer is in accordance with the terms or conditions of any grants received by the board;
  • providing leadership in all matters relating to education in the district or division
  • report to the Minister with respect to the matters referred to in the form and contain the information required by the Minister. (Sec. 113)

Roles of the Superintendent

  • A board shall not enter into a contract of employment or a contract renewing a contract of employment with an individual who is appointed as a superintendent under this section unless the contract includes a maximum term of not more than 5 years with no option to renew or extend the contract at the end of the term if the individual is not reappointed under this section.
  • (2) If a board intends to reappoint a superintendent named in a contract referred to in subsection (1), the board shall, not less than 6 months before the contract ends, give to the Minister, in the form and containing the information required by the Minister, notice of its intention to reappoint the superintendent. (Sec. 114)

Roles of the Superintendent

  • The Minister may make regulations governing the qualifications, appointment and conditions of employment and termination of employment of superintendents of schools. (Sec. 115)
  • The board shall
  • appoint a secretary and a treasurer, or one person to act as secretary-treasurer…(sec.116)

Roles of the Superintendent (Generic)

  • Experienced, educated, professional policy advisor to Board; conduit of decisions to organization
  • Implementer of Board decisions
  • Key linkpin between Board & administration; quality control of advice up & action down
  • Key defender of the principles undergirding quality education for all students

Roles of the Superintendent (Generic)

  • Defender of the administration & teachers
  • Champion of the administration; mentor
  • Approval authority for administrative actions
  • Stimulant for good governance; sound & inspired leadership & top flight education
  • Partnership builder; liaison to admin colleagues

What Is Expected of Board Members? (1)

  • A willingness to learn this new role
  • A desire to provide effective leadership to their administration, communities/parents/students
  • An understanding that governing bodies and their administrations two distinct components of same team
  • Respect for the distinctiveness of each role; desire to avoid overlap and enhance accountability
  • High level of integrity

What Is Expected of Board Members? (2)

  • Desire to serve; the attitude of a servant heart
  • Recognition of the need for orientation to this Board, organization and culture
  • Respect for the ideas of others
  • Focus on governance (the real role of a Board)
  • Willingness to be agents of change
  • Questions!

Hallmarks of a Successful Board Member (1 of 2)

  • Prepared to learn
  • Servant of those being served
  • Respectful of others, yet not afraid to challenge
  • Well-prepared; but open to the ideas of others
  • Understands & accepts democracy
  • Prepared to ask “dumb questions”

Hallmarks of a Successful Board Member (2 of 2)

  • Understands teamwork; resists “groupthink”
  • Prepared to work; to be accountable
  • Focused on the whole, not a single issue
  • Personal integrity
  • Ability to stay the course; sound enthusiastic

Board as a Team

  • What does a Board protocol look like?
    • We accept and celebrate the diversity of our members
    • We expect varying points of view on most issues
    • We listen carefully to each other because of our mutual respect
    • Our arguments are focused on the issue, not on the person; we accept the authority of the Chair to guide the meeting(s)
    • We are independent
    • We represent our citizens and the voices/needs of our students

Board as a Team

  • What does a Board protocol look like?
    • We value and accept democracy; that is the cornerstone of our system
    • We accept that some of our preferred decisions may not capture the support of all Board members
    • We agree not to resurrect issues that have already been decided by resolution, bylaw, policy of this Board
    • We will treat each other courteously in meetings and in public
    • We honour the office of Chair and governing members

Gleanings of

Three Decades


Tone at the Top

  • The Critical Importance of “Tone at the Top”
    • The Board as the primary governing agency sets the tone from a policy perspective
    • The words and actions of any staff also help to determine the tone
    • Respect for the role/responsibilities of staff critical; Board agrees to certain protocols in terms of how that relationship viewed
    • Proactive governing bodies willing to consider how they do business
    • Responsible boards aware that they are accountable

Tone at the Top

  • So how does this apply?
    • Board-initiated policies
    • Respect for each other in meetings; written protocols
    • Review of governance processes
    • Healthy regard and respect shown towards the Superintendent & his/her staff; allow them to manage without Board interference

Role Clarity

  • Need clear definition of Board’s role
    • Board member roles and role of the board as a whole should always be defined (in writing)
    • The role and performance of any staff is critical to the confidence of the Board & its members
    • Evidence of collegiality/respect between Chair & Superintendent important to larger audiences
    • Very important that the Board members continually illustrate respect for the professionalism & independence of the Superintendent

Role Clarity

  • So How does this apply to your organization?
    • Protocol re: Role clarity
    • Protocol re: Board contacts with staff
    • Protocol re: “one employee” organization
    • Protocol re: Board members refrain from personal attacks on staff

Priorities not “Busyness”

  • Need for a Board to Have a Strategic Focus
    • Where Board focuses, it will place its energies; focus on two dimensions of Board’s role: externally (clients, government, others) & internally (Board members, administration, governance roles, leadership, priorities)
    • Planned priority-setting linked to results orientation
    • Priorities enable Board to focus on the real business and to “move the yard markers down the field”
    • Busyness may reflect a lack of focus, not an abundance of importance

Priorities not Busyness

  • So how does this apply to your organization?
    • Protocol re: Reporting back to your audience on progress on strategic plan
    • Protocol re: governing body’s leadership of priority-setting; need to emphasize the process to all affected


  • Board’s Communication
    • Needs to be recognized as two-way flow; concerns/advice in; information/decisions out
    • Communication to public, system and students emphasized; need to hear positive & realistic messages from its leaders


  • So how does this apply to your organization?
    • Board-approved policy and goal re: communication
    • Board endorsed communications strategy
    • Board-approved budget for communication
    • Clear procedures which adhere to Board policy

Importance of Ethics

  • The Ethical Bar: It Begins with Board
    • Need for clear parameters
    • Training session by experienced counsel useful
    • Importance of the external auditor
    • Ethical statement for key staff member(s)
  • So How Does this Apply your organization?
    • Code of Conduct
    • Governance/Audit Committee established
    • Meetings with auditor highlighted/improved/planned for

Importance of Self

  • Ego/Balance
    • Position noted as “servant leadership”
    • Ego/balance issues plague even strong leaders
    • Current role replaceable; family not
  • So How Does this Apply to your organization?
    • Policy of thanking those who preceded you
    • Plan personal time into your daytimers/blackberries

Principle: One Employee

  • Respect for the “one employee” principle
    • What does this mean??
      • Questions at meetings are directed to the Superintendent
      • Questions from members are passed along to the Superintendent and through him/her to other staff
      • Performance review limited to Superintendent
      • Board’s authority to recruit/assess limited to Superintendent
      • The Board establishes the framework for the compensation plan for the Superintendent

Principle: Concurrent Information

  • What does this mean??
    • Any request to Superintendent by a member of the Board will be concurrently sent out to all members
    • Governing members will be encouraged to place their requests for background information related to key policy matters to the Chair or to the Superintendent
    • The agenda package will be made available to all members concurrently

Principle: Personal Relationship to the Superintendent

  • What does this mean??
    • All Board members are encouraged to develop a positive relationship to the Superintendent as the principal employee of the Board
    • Casual, social contacts are encouraged; direction to the Superintendent is not permitted
    • No member of the Board ought to develop an ongoing personal relationship to the Superintendent; it must be kept to one of professional respect rather than friendship

Principle: Complaints about the Behaviour of a Governing Member

  • What does this mean??
    • Where the Superintendent becomes aware of any complaint by a member of staff or by any other party with a member of the Board , he must report that instance to the Chair on an immediate basis; if the matter pertains to the Chair, the Superintendent must report the matter to the Board as a whole
    • The Chair is required to brief the member involved as soon as possible and preferably face-to-face; where the matter is significant the Chair should brief all members in an in-camera session

Principle: “No Surprises”

  • What does this mean??
    • The Superintendent agrees to ensure that all members of the Board are made aware of emerging issues that are deemed by the Superintendent to have potential significance
    • The Superintendent will to the extent he is capable of addressing this matter, ensure that the Board is not confronted by a surprise release of information on a policy matter to the media

Principle: Current Skill Development

  • What does this mean??
    • The Superintendent agrees to continue his progress as an executive through attendance at courses and conferences that are suitable to his role
    • The Superintendent will advise the Board annually of the courses he plans to undertake and will ensure that adequate funding has been set aside in the administration’s professional development budget for such purposes
    • The Board will support the ongoing professional development of the Superintendent

Principle: Regular Briefing of All Board Members

  • What does this mean??
    • The Superintendent will ensure that the Chair and all members are provided with a briefing of upcoming projects and current administrative priorities at regularly scheduled meetings with the Chair
    • Similarly the Superintendent will ensure that all members of the governing body receive an adequate briefing on all key emerging policy issues

Principle: Monitoring/Updating the Board "Agenda"

  • What does this mean??
    • The Superintendent will assist the Board in establishing its “agenda” of priorities for each year and term
    • The Superintendent will ensure that these priorities are viewed as significant guideposts and will provide the Board with regular briefings on progress relative to these priorities

Sound Decision-Making Processes

  • Board receives a full briefing by its administration on each issue
  • Briefing contains options deemed by the Superintendent as potentially useful in resolving the problem
  • Time set aside by Board to think through the issues & their ramifications without the pressure of making a decision at the same time
  • If there is very little time, Board members discuss the matter thoroughly and ensure that their questions have been answered

Sound Decision-Making Processes (2)

  • Decision-making process transparent to the public; no sense that items carefully screened in advance of meetings
  • Matter concludes at the Board table rather than before the meeting begins
  • Respect paid to everyone who has a point of view; protocols established that ensure that this process is not abused
  • Added commentary of the Superintendent sought before matter voted

Sound Decision-Making Processes (3)

  • Competing views of the world are tolerated and even viewed as refreshing; sign of diversity of backgrounds brought to the resolution of most issues
  • Board members agree to support a decision even if they did not personally support it

Avoid the Impact of a Non-Issue

“There is nothing more useless in life than doing efficiently that which should not be done at all” (Peter Drucker)


Challenges & Landmines (1)

  • Identifying where/how Board truly adds value
  • Developing a clear course and sticking with it
  • Keeping up a steady dialogue with your publics
  • Focusing on the issues; not personalities
  • Ongoing friction between members of the Board on petty issues
  • Lack of confidence in advice of senior management
  • Board’s focus on management’s realm

Challenges & Landmines (2)

  • No sense of resource requirements
  • Ethical lines blurred
  • Board’s “agenda” never surfaced; no concept of members priorities
  • Board meetings/gatherings stressful
  • Lack of trust the tone at the top
  • Concerns of the members disregarded
  • Immaturity and/or ethical issues allowed to dominate the good that Board does

Pitfalls of a Board Chair

  • Becoming a power of one; autocratic decision-making style
  • Combining and confusing the roles of Chair and Superintendent
  • Misunderstanding the need for consensus; relying solely on numerical strength
  • Personalizing all issues
  • Refusing to change
  • Failure to seek the input of the members

Levers of Power

  • Legislation
  • Board policies
  • The power of representing the public
  • The authority to establish the strategic vision
  • The authority to identify clear goals, objectives, priorities
  • The power to set the annual budget
  • Authority over the management through the Superintendent

Taking Stock: Where Are We At?

  • What Does an Effective Board Expect?
    • Briefed on legislative authority
    • Briefed on legal constraints
    • Briefed on “how we do things in XYZ”
    • Briefed on the organizational structure & who’s who
    • Briefed on critical issues/new initiatives
    • Briefed on what approach recommended to Board’s leadership of the strategic agenda
    • Briefed on current budget/business plan
    • Briefed on administrative objectives/challenges
    • Briefed on procedural bylaw/running of meetings

Taking Stock: Where Are We At?

  • What Does an Effective Board Expect?
    • Briefed on current Board policies/key bylaws
    • Briefed on regional agreements/strategies
    • Briefed on communications plan/policies
    • Briefed on governance model/clarity of ABCs
    • Discussion regarding new/revised policies
    • Discussion regarding Board-Superintendent Performance Review, succession policy & plan, recruitment policy/plan
    • Discussion regarding Board-Superintendent Protocols

Keys to Success

  • Understand YOUR role; refuse to be overwhelmed by the expertise of others
  • Build a solid, confident relationship with your Superintendent
  • Open process of decision-making
  • High ethical standards
  • Understand and be committed to YOUR agenda
  • Communication in/out on the issues
  • Provide assurance to the public; build confidence
the need to add value
The Need to Add Value

If you see a snake, just kill it. Don’t appoint a committee on snakes.

H. Ross Perot


A Few Closing Comments

  • Board needs to be discerning; to see behind the surface
  • Board needs to be perseverant; this is not a sprint; it’s a marathon
  • Board needs to focus forward, to the future
  • gbcuff@telusplanet.netwww.georgecuff.com