The Matter of Governance

by Lawrence Downing

The recent letter from the Western Association of Schools and Colleges (WASC), addressed to the president of La Sierra University, identified several areas that were of concern to WASC officials. WASC questioned the composition of the University governing board, the role and authority of the University president and that of the board chair, the potential conflict of interest as evidenced by those board members who sit on the boards of other Adventist educational institutions, and the board’s independence to fulfill its responsibilities to the University. 

The points enumerated in the WASC letter are not limited to educational institutions. I believe these concerns apply with equal force to every level of Adventist church governance. The recent dust-ups that have roiled within the Adventist church are evidence that governance is a significant issue.

As I recalled past events that have had a negative impact on the Adventist church: the Pacific Press – Mary Kay Silver matter, the Davenport fiasco, the Harris Pine sale, and others like these, the thought came that it might be instructive to re-visit an old and trusted source. I turned  to Prof. Peter Drucker’s works.

In his book, Managing the Non-profit Organization, Drucker writes the following: 

To be effective, a non-profit needs a strong board, but a board that does a board’s work. The board not only helps think through the institution’s mission, it is the guardian of that mission, and makes sure the organization lives up to its basic commitment. The board has the job of making sure the non-profit has competent management — and the right management. The board’s role is to appraise the performance of the organization. And, in a crisis, the board members may have to be firefighters.

A board that understands its real obligations and sets goals for its own performance won’t meddle. But if you leave the board’s role open and undefined, you’ll get one that interferes with details and yet doesn’t do its job.

Wherever I’ve seen a non-profit institution with a strong board that gives the right kind of  leadership, it represented very hard work on the part of the chief executive officer — not only to bring the right people onto the board but to meld them into a team and point them in the right direction. In my experience, the chief executive officer is the conscience of  the board. That may explain why the strong, effective boards I’ve seen are almost all boards where members come on through a nominating process. I very rarely have seen a  truly strong board in co-ops, for instance, where boards are elected by the membership.  There the chairperson has no say about who sits on the board, or has the CEO. Then you get boards which may represent this or that segment of the membership, but they don’t represent the organization, at least in my experience.

Over the door to the non-profit’s boardroom there should be an inscription in big letters that says: Membership on this board is not power, it is responsibility. (pp. 157-158).
In his classic, Management: Tasks, Responsibillities, Practices, Drucker lists three tasks of an executive board:

1. The institution does need a review organ — a group of experienced people of integrity, stature, proven performance capacity and proven willingness to work. This is the group management can talk to.
2. An effective and functioning board is needed to remove top management that fails to perform.
3. The institution needs a “‘public and community relations’ organ.” It needs easy and direct access to various, “‘publics’ and ‘constituents.’ It needs to hear from them and to be able to talk to them.” (pp. 631-632.)

In the Adventist church structure, (though not in the health systems) board members are selected by the constituents. In the Adventist conference structures, the president (CEO), by policy, is the board chair. In his role as chair, the president can set the agenda, control the discussion, and use his position to assure the vote is as he desires. (And in conferences at every level, the president is a he.) This administrative construct has high potential to interfere with Drucker’s view of an effective board, whose task is to monitor the organization’s practices, hold the organization to its mission and, if necessary remove the CEO. The cozy Adventist system is further complicated by the fact that a high percentage of the board members are church employees who are themselves beholden to the president for their jobs, advancement and financial security.

When the governance of the local church is examined there are different but related matters from those associated with the conference administrative levels. A church board is composed of members of a local parish. The board is composed of individuals who are members by virtue of their office, by nomination from the church members, or by board invitation. The Church Manual stipulates the pastor is board chair.

It is to be noted that viable options exist to modify the governance structure that now exists within the Adventist church. On the local level, which is where most funds that support the Adventist church originate, the local church boards can elect a person, other than the pastor, to chair the board. Many congregations follow this practice.
 
On the conference levels, church members, at the time of the organization’s constituency meeting, can amend the constitution and by-laws to state that someone other than the president is to chair the executive board and define how that person is to be selected. This change will not be welcomed by the presidents and other conference administrative staff. The present system is comfortable and politically safe. If constituents wish to maintain the status quo, then do nothing. Before the decision to take no action, reflect for a moment on what Drucker wrote about the effective board. Does he describe the present Adventist governance structure? Does what he wrote make sense? If it does, how should we church members respond? This is, after all, our church. Administrators, including G. C. President Ted Wilson publically say they are our servants. How do we want them to serve us and how can their service be optimized? These are our questions to answer!