The board of directors is the heart of any well-managed women’s bar association. Its members are a source of new ideas, energy, inspiration and vision. All too often, a less glamorous task, that of governance, is overlooked. This excellent article, Why Boards Don’t Govern, by Jan Masaoka and Mike Allison, identifies the problem and makes some practical suggestions towards strengthening governance.

Demonstrating true oversight without frustrating the efforts of hardworking committees and staff is a difficult task for a board member.   What she sees as a necessary question relating to the fiscal integrity of the association may be viewed as nit-picking by a committee member who either doesn’t see the bigger picture or who has resolved the issue so much earlier in the process that she has forgotten that it could be a problem at all.

One way to minimize misunderstandings and bruised feelings is to outline the scope of a task a committee or staff member is asked to perform in advance of any action being taken. An example: A committee is asked to research appropriate venues in the state capital city for the association’s annual conference and to report back to the board at its early December meeting.  The committee presents its findings with detailed information about suitable locations. The board voices concern that perhaps attendance won’t be good in the capital and directs that the committee begin again, this time to come up with a recommendation as soon as possible for a location in the state’s largest city. The board’s concern regarding attendance is valid, as in its governance role, the board must safeguard the resources and image of the organization. The board’s failure was in not spending sufficient time thinking through the issues in advance of delegating a specific task to a committee.  Suddenly, time reserved for holiday baking or end-of-year compliance reporting was filled by grumpy volunteers re-doing a task they thought they’d completed.

To govern effectively, boards must first understand and accept their responsibilities and fiduciary duties. Avenues for frequent and clear communication between executive committee members, the full board, committees and staff must be developed and respected.  When there is regular communication, questions about the status of a project will be expected rather than being viewed as criticism.

As a board member, you understand the value of active participation in the governance of your association.  But how do you explain that to others?  Here’s how California Women Lawyers put it in a post asking for candidates for their Board of Governors:

District Governors attend approximately six Board meetings per year in person at locations throughout the state. They also participate in committees, help plan events, recruit new CWL members and sponsors, and assist in running the organization.  CWL membership is required to run and serve. 

Why you should run:

  • Because CWL’s clout and effectiveness grow with every smart, energetic woman who gets involved;
  • Because you will get to know nice, smart, committed women from all over the state;
  •  Because it is important that every district have a representative on the Board of Governors.
  • If you don’t run, who will?  Don’t sit back and wait for other women to run. If you are committed to the future of women lawyers in California, send in your application. 

The process of recruiting and nominating board members must be open and informative. It’s all too easy to make assumptions about what prospective members already know about board service. Worst case, some may want to downplay the level of responsibility required in order to fill out the slate. Here’s how Colorado Women’s Bar Association ensures that the basics are covered:

Colorado Women’s Bar Association Board Leadership Information Session

When someone’s board term ends, what happens? Does the board honor them at their final meeting or send them a thank-you card or gift? One of the best ways to recognize someone’s service is to interview them about the experience: to let them know that their time on the board was valuable to the organization and that you genuinely want to learn their thoughts about what was good or bad. To get you started, here are Five Questions You Should Be Asking in Board Exit InterviewsHere are more exit interview questions. Better yet, don’t wait for your board members to leave before you engage in structured dialogue using at least some of these questions.


20 Questions that Directors Should Be Asking

When Board Members Just Don’t Get It

Better Board Packets

A Deferring Board?

How to Lead in a Meeting When You’re Not the Leader

How to Motivate Board Members Who Say “I’ll Do Anything Except Ask for Money”

Changing the Rules, Changing the Board: Bar Association Governance for Changing Times

Ten Truths Every New Board Member Should Know


Board Meeting