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< Back Board Liaisons Direct Directors and Staff Toward Good Governance Caitlin Hatch Apr 26, 2019 Generally keeping things organized and on track is no small feat—and it’s an important one. Credit union leaders have become increasingly aware of the importance of good governance and have made an effort to ensure that their credit unions are adopting cutting-edge governance and leadership practices. From assessing the effectiveness of their boards and governance systems to updating their governance frameworks, policies and procedures to improving their board structures, committees and charters, good governance is taking center stage. These efforts—along with the steady workload of supporting a credit union board—require strong leadership from the board chair, CEO and a governance committee, but also from an often-overlooked and under-appreciated staff person—the board liaison. At a minimum, today’s board liaisons help to organize and disseminate meeting materials, plan and support the execution of board meetings and retreats, take minutes, and generally help keep things organized and on track so that the board can do its work. But more and more, the board liaison’s role is being expanded and now is considered by many a management position that has been tasked to actively support—and improve—the board’s work. In its expanded role, board liaisons also ask a fundamental question regarding good governance: How can the credit union’s board and governance become even more effective? Those board liaisons with sufficient experience are being tasked to help design and manage the information architecture for the board, ensure the value of board meetings and retreats; coordinate regular governance and strategic assessments, as well as support and guide the board in fulfilling its governance, strategic and leadership responsibilities. They are key players in fostering the governance cultures of their credit union board and, thus, the credit unions themselves. Historically, the individual tasked with this role has been the CEO’s executive assistant. Why? Generally, because that’s someone the CEO works closely with and trusts, someone who knows the credit union and has easy access to the key players, someone who has the nuanced administrative and people skills required to regularly communicate with board and committee members at the most senior level. They are, most often, consummate, professional women. I say “women” because, while a man could certainly perform this critical function, we have met very few men who actually do. At CUES’ first event for board liaisons, 19 individuals attended—all women—from across the country and from credit unions of varying sizes and complexities. They all agreed that they regularly perform many of a board secretary’s core duties—helping to safeguard the integrity of the governance framework; ensuring compliance with regulatory requirements; implementing the board’s decisions; and facilitating communication with and among the credit union’s leadership. However, we did learn that there are remarkably different approaches to the role. For example, the title of the person fulfilling the “board liaison” role currently varies a great deal from credit union to credit union (i.e., everything from “chief of staff,” “governance officer” and “board affairs director” to “board & executive relations,” “board administrator” and “board assistant”). And, just as the titles vary, the framing and scope of the position varies, too. While it’s a critical role, there appears to be no commonly accepted definition of the “board liaison” position within the credit union community at all! Working closely with CUES, other colleagues in the credit union community and board liaisons throughout the U.S. and Canada, we hope to help change this, and encourage a much greater appreciation for and deeper understanding of the importance of today’s board liaisons. The fact that the board liaison, at least at this early stage of conception, looks to be one that is largely filled by women, is to be celebrated—especially given the expanding and growing role that board liaisons are experiencing in credit union leadership. While there are now twice as many female CEOs in the credit union community as there were 10 years ago, still, less than one in five CEOs is a woman (for credit unions with assets over $1 billion). This is progress, but there still aren’t enough women’s voices among those in credit union leadership positions. Still, there remains much more to learn about the board liaison position and the vital role women are currently—and should be—playing as they shape the governance of their credit unions. Caitlin Hatch previously served as a senior consultant with Quantum Governance and has worked with credit unions for the past eight years, focusing on governance and strategic planning. Prior to that, she served for 25 years as general counsel and corporate secretary for the largest anthracite coal company in the United States. Previous Next

< Back Two Of The Five Top Questions Board Chairs Have Michael Daigneault and Jennie Boden Oct 23, 2018 1. Should chairs vote? 2. What’s the best way to ask a director to move on? Quantum Governance recently had the privilege of spending a few days with nearly 100 credit union board chairs, vice-chairs and others when we conducted the Board Chair Development Seminar for CUES in Amelia Island, Fla. In this article, we put forth two of the top five questions we learned were on their minds and make an attempt to answer them. Question 1: Should board chairs vote on all regular matters? This first question surprised us. We were amazed to find that 50 percent or more of the board chairs in attendance said they didn’t vote unless there was “a tie in the boardroom.” Remarkable. They, in turn, were stunned when we told them that this practice was simply wrong. Digging further, their assumptions behind their abstention made some sense and evidenced an important desire for fairness. For example, they were concerned that: “A board chair, in expressing his or her opinion, might unduly sway the will of the whole,” and “Our board chair is the most senior member of our board and everyone looks to him; it wouldn’t be fair.”These are valid points, and we wholeheartedly agree on the need to ensure fairness and the ability to hear everyone’s voice in the boardroom. However, even board chairs have rights! The No. 1 question on Robert’s Rules of Order ’s online FAQs is: “Is it true that the president [also meaning chair] can vote only to break a tie?” Robert’s Rules of Order says “No, it is not true that the president [again, here, they also mean a chair] can vote only to break a tie. If the president is a member of the voting body [which the board chair of a credit union is], he or she has exactly the same rights and privileges as all other members have, including the rights to make motions, to speak in debate, and to vote on all questions ….” When you and your colleagues on the board address conflicts of interest, your efforts are not about eliminating them, but mitigating them. Similarly, your board chair not only has rights, but also a governance duty to independently express his or her opinion on matters before the board. He or she should also share experience, thoughts and perspectives which you likely want to consider. Follow some basic steps and you’ll be fine: Elect individuals to the role of chair who can be fair, objective facilitators. Ask the chair to share his/her thoughts at the close of the discussion, not at the beginning. Unless the vote is a private ballot, the chair’s vote should be rendered last. (Note that we found this voting issue to be so important that we’re working on a full white paper on this topic, and it will be published soon!) Question 2: How do I talk with a board member about moving on? In our recently released State of Credit Union Governance, 2018 , 74 percent of respondents reported that their boards are effective or very effective at having the right mix of skills or experience to accomplish its governance roles and responsibilities. And yet, still, asking a board member to move on remains one of the top issues on board chairs’ minds. We get it. It’s a hard one. Without term limits in place at many credit unions, board members may serve far beyond their time. We know it sounds harsh, but it’s true. We had a client once warn us that there were one or two members on the board that might have dementia, but they did not ask them to move on for fear of upsetting them. From a human perspective, we understand it. But from a governance perspective, one has to ask whether those board members are able to aptly fulfill their legal duties and governance roles and responsibilities. We offer these five tips to help you engage in the hard conversation when it’s time for a board member to transition off your board. Have your chair, along with at least one other trusted board member, engage in a private conversation, and: Be respectful and open; approach the conversation with a genuine desire to learn. Try to understand where the board member in question is—what his or her perspective is and what might make a transition easier. Focus on what you’re hearing and not on what you’re saying. This isn’t about you. This is about your board member. People will respond better if they are feeling heard. Be direct and get to the point. We know it’s a hard conversation, but don’t “beat around the bush.” Don’t put it off! When you know that you need to have the conversation, have it. You’ll be doing everyone a favor. Don’t wait until you get to the point of having a member with dementia—even possible dementia—on your board. Expect a positive outcome, even if that outcome may be that the board member moves on; it could be good for him/her and the board. Not all transitions are bad. Don’t assume that the outcome will be bad for the board member. Look for a graceful exit and transition for all. We felt that all five of the top questions on board. chairs' minds were vital—and that if they were on the minds of the board chairs, they were likely on the minds of other directors and CEOs, too. (Are they on yours?) Previous Next

< Back In Search Of The Strategic Board Paul Dionne Jul 16, 2024 Discover how credit union boards can become agile strategic partners and lead their institutions to future success. “Plans are worthless, but planning is everything.” – Dwight D. Eisenhower “I always say don’t make plans, make options.” – Jennifer Aniston Credit union board directors often ask me how they can improve the way their boards provide strategic oversight and support. They describe member expectations growing as quickly as the new channels, products and services being offered by competitors. Consumers expect more convenience, bespoke service, and assurance that a provider has their financial back. Or else! As the financial services ecosystem faces ongoing disruption, credit union leaders see a need to become more agile and better prepare for multiple uncertainties. Board directors must get involved if they want to support their credit unions becoming more nimble and resilient as part of their long-term strategic direction. How can boards become better strategic partners? As credit union board directors learn during their first onboarding session, directors carry fiduciary responsibilities and bear ultimate responsibility for ensuring the safety and soundness of their credit union. But fiduciary responsibilities are often where board meetings go to die. It is so easy to fall into a “report-out” agenda with Q&A that takes up all of a board’s time and energy deliberating over what happened in the past. Boards must also devote their time to strategy. And strategy is all about the future. In order to fulfill their role as leaders of their credit union, boards must provide strategic focus and direction. In Quantum Governance ’s The State of Credit Union Governance, 2020 study, we asked What are the skills that add the most value in the Boardroom? The top answer from leaders was “Ability to focus on the future” with 76% of respondents checking that box. Boards can begin supporting strategy by developing and applying their long-term perspective to help prepare the credit union for the future. Dialogue on strategy should be ongoing, not reserved solely for the annual strategic planning retreat. Are you finding ways to keep directors informed about the future of financial services so they understand emerging risks and opportunities? Do your board meetings have substantial blocks of time dedicated to strategic dialogue? Are board directors equipped to ask future-oriented questions that enhance planning and preparedness? Returning to those fiduciary obligations, boards are typically well versed and skilled at risk mitigation for safety and soundness. But risk also comes in another form: the judicious taking on and managing of risk to gain strategic advantage. Every strategic plan includes risk! Strategic boards understand that addressing risk taking in a mindful and calculated manner is an essential element of strategic planning. A failure to pay attention to risk taking hampers a board’s ability to provide both fiduciary and strategic oversight. Consider, for example, how a credit union might advance a strategic goal by taking on more lending risk. Would extending loans to lower grades deepen member engagement, contribute to growth goals and support the mission? Or will it over-extend your lending team, balloon charge offs, and damage your reputation? What is the right balance to strike? This type of deliberation is best addressed when a board and CEO/senior management are working in concert. I am not suggesting boards take the strategic planning steering wheel out of the hands of their CEOs! Boards need to know their lane. For example, operational planning still belongs to the CEO. Boards should endeavor to engage in regular dialogue with their CEO/senior management (and likely others) on high-level strategic matters. Boards can provide constructive feedback and help ensure accountability. Credit unions enjoying a healthy constructive partnership between the board and CEO are likely to make better strategic decisions. If we are to take Ike’s and Jennifer Aniston’s quotes at their word, credit union boards would do well to learn how to contribute to their credit union’s strategic planning. Boards that understand and support their credit union’s strategy and the risks being taken can help create parameters that foster greater operational agility for staff. The benefits can make the difference between a credit union set to thrive in spite of an unknown future versus one slowly drifting into irrelevance. Strategic boards provide the kind of understanding and support that empower CEOs and their teams to execute the strategy more nimbly and confidently. Planning is indeed everything, and boards should play a central role. When that unexpected storm blows in your face, the planful credit union will be able to review the options that were developed, pivot, and keep moving forward. All with the confidence by staff that their board understands the game plan, the risks being taken, and has their back. Previous Next

< Back Mentoring … Because If We Don’t, Who Will? Jennie Boden Dec 17, 2021 Supporting other women as they advance is important. A year ago September, after Ruth Bader Ginsburg died, I wrote an article for Advancing Women called The Thin, Strong String that Ties Women Together about how successful women have long helped the next generation find their footing and be better able to succeed. I thought of the thin, strong string piece when I heard that—quietly, with no fuss or fanfare—one of my newest colleagues had set about checking in weekly with one of our more junior female staff members. I’m proud to say that Lynette Smith , the recently retired CEO of $131 million TruEnergy Federal Credit Union in Springfield, Virginia, has joined the ranks here at Quantum Governance as a lead consultant, and we are the better for it. Even though the junior staff member in question reports directly to me, I heard about Lynette’s calls to her through the Quantum grapevine. There are times when the grapevine at small organizations can be … well, you know. But this time, I was happy to have heard about Lynette’s kindness in this way. My father used to say that the truest kindnesses are those that you extend when no one is looking. And certainly, Lynette’s regular check-in calls were never intended to be known by anyone else—let alone did she expect that they would surface in this article. But they have. Like most organizations, we’re not perfect. We have our foibles. (Yes, even consultants have foibles too.) But I felt lifted when the grapevine brought me news of Lynette’s calls to our staff member. The thin, strong string that ties women together went from Lynette to our staff member and then to me too. There is so much more work to be done. More mentoring to offer and to receive. More quiet, under-the-radar phone calls to make. And we must all do our part. For the ones that come after us and alongside of us, and even for those who are above us. Because after all, if we don’t, who will? And then I started to think more about that thin, strong string and all the women that I’ve known throughout my career—the women that lifted me up and the women that didn’t. I wondered, what does being a mentor really mean, anyway? The word comes from ancient Greek mythology—a class I skipped more than I attended when I was studying literature at the University of California at Berkeley. When Odysseus left his wife and son to fight in the Trojan War, he placed his son under the care of a man named Mentor, with directions to protect and guide his son. The war was a long one, and Odysseus was gone for 10 years. During his absence, Mentor failed miserably at his one and only job. It was a woman, of course, the Greek goddess Athena, who finally came to the rescue. Impersonating Mentor, she helped to save Odysseus’ son. Athena, the goddess of wisdom and practical reason. The city protectress. The goddess of handicraft and warfare, too. In the Middle Ages, I found in a resource by Roche for this course , the notion of mentoring “’became common practice in the time of the guilds and trade apprenticeships when young people, having acquired technical skills, often benefited from the patronage of more experienced and established professionals.’ In the 1970s, business people and researchers started to recognise ‘the vital role mentors play in the development of corporation executives’ (Roche, 1979).” How many mentors have you had? I mean really, truly good mentors? People who had your best interests at heart, even when you might not have known what your best interests were? And how many of them were women? How many authentic, open relationships with women at work have you had? Was there a woman who was your “protectress?” Or, like another colleague recently shared with me, did the goddess of warfare show up when it was time to present your good idea to the boss? Earlier this year, CUNA published a study that found that 51% of all credit union CEOs and 33% of all board members are women. This is good news, given that only 3% of CEOs and 16% of board members at our nation’s banks are women. But is it good enough? Women make up 51% of our nation’s population , and the 2021 State of Credit Union Governance report, COVID-19 and DEI: Revolution & Evolution in the Credit Union Community , finds that 47% of credit union board members report that gender is a low priority when recruiting new directors. There is so much more work to be done. More mentoring to offer and to receive. More quiet, under-the-radar phone calls to make. And we must all do our part. For the ones that come after us and alongside of us, and even for those who are above us. Because after all, if we don’t, who will? Previous Next

< Back Great Things from the Great North Michael Daigneault Jul 25, 2017 Three overarching Canadian principles that can be applied universally I love Canada. After all, my birth name is Michael George Daigneault. (You’ve got to say it with a strong French accent!) It’s as French-Canadian as you can get, and yes, you’ve guessed it – my family emigrated to the U.S. from the wheat fields of Weeden and Valcourt in Quebec. In all, many cool things are from Canada: governance geek, along with snowmobiles, egg cartons, insulin, Trivial Pursuit, Péché Mortel beer, Justin Trudeau, Celine Dion, Peter Jennings, Dan Aykroyd, Dwayne “the Rock” Johnson, Margaret Atwood, Shania Twain as well as the “Ryans” (that’s both Reynolds and Gosling) all are from Canada. In addition, the first credit union to open its doors in North America did so in Canada – at the start of the 20th century in Levis, Quebec. There Alphonse Desjardins organized La Caisse Populaire de Levis. Just about 10 years later, he helped organize the first credit union - just down the road a bit - in Manchester, N.H., and so credit unions were born in the United States in 1909. A few years ago, CUES began working more directly with its credit union members in Canada, and Quantum Governance had the good fortune to begin doing so, too. We have learned that while there isn’t just one set of standards in Canada there are, none-the-less, a number of overarching principles that guide Canadian credit union governance and are worth thinking about. They include: 1) A robust commitment to ongoing education: Canadian best practices and regulators focus on continuing education for all CU board members, CEOs and audit committee members. Now, we’re not suggesting that credit union education in the United States needs to be regulated. We would, however, stand up and cheer if more credit unions would require regular training for both board members and senior staff. So much is changing; so much has yet to be learned. 2) A durable culture of responsibility and accountability : We’re doing more and more studies for our U.S.-based clients on board member compensation. One of their stated interests is an increased measure of board member responsibility and accountability. We’ve seen this in our neighbors to the north, where compensation for board members is a normal course of business, along with a remarkably high level of responsibility and accountability. 3) Ongoing board member skills evaluations. A unique aspect of the Canadian regulatory framework is to require regular evaluations of board member skills. While it has increasingly become a best practice in the United States to evaluate boards as a whole , our Canadian credit union clients pushed us to create a new tool to support their special needs – a “ Director Skills Assessment .” This assessment goes a step deeper to help evaluate individual board members’ contributions to the leadership of the credit union across five key areas: 1) governance culture; 2) personal attributes; 3) leadership skills; 4) engagement; and 5) knowledge centers. And so we say thanks to our friends to the North -- for peanut butter, Trivial Pursuit, some delightful beer, credit unions and some great ideas to help us along the way. Previous Next

Perry Haaland, Ph.D. Statistician Perry Haaland, Ph.D. Statistician is an expert in a wide range of statistical methodologies. Dr. Haaland has more than 30 years of professional experience as a statistician. He brings the practical experience of solving complex problems in an industrial research setting along with well-honed skills in explaining statistical concepts to management at all levels. He retired in 2017 as the lead statistician at Becton Dickinson, a Fortune 250 medical technology company. Dr. Haaland is a strong proponent of effective graphical analyses, having been one of the founding members of the Section on Statistical Graphics of the American Statistical Association. Dr. Haaland is currently Adjunct Professor of Statistics at UNC-Chapel Hill where he is developing a curriculum for teaching data science to graduate students in statistics. Learn More Back

< Back Moving Beyond The Strategic 'Moment' Michael Daigneault and Jennie Boden Sep 27, 2016 Incorporate strategic planning and thinking into your routine discourse. When more than 30 percent of our clients describe themselves as “less than effective” at something, we sit up and take notice. And that’s exactly how (and how many) of the board members and CEOs we work with describe the challenge of articulating a compelling future vision for their credit unions. Not having a future vision for your credit union is a genuine problem, but one that can be overcome (though not easily, or a third of our clients wouldn’t be struggling with it!). Is your credit union challenged with crafting or updating the foundational components of your overall strategic plan—vision, mission and strategic goals—as well as the more specific strategic objectives and metrics undergirding them? It's worth the struggle to get your future vision right. This is much more than just a convenient tagline or agreeable-sounding statement in your annual report. The conscious or unconscious future vision that a board and senior team hold in their heads has real consequences. Crafting a clear and effective path forward that will truly benefit members is among the most critical and nuanced challenges you will collectively undertake. Yet many boards and executive teams spend less time thinking about the consequential strategic issues facing their credit union than they do on small changes to the loan-loss ratio, car loan volume or even on a single member complaint suggesting that the carpet needs to be replaced in a branch. We recently facilitated the CUES Director Development Seminar in Santa Fe, New Mexico. When we asked the 100-plus attendees who included strategic discussions regularly on their board meeting agendas, one brave soul posited, “Well, we have an agenda item called the ‘strategic moment.’” Though the room spontaneously filled with laughter, the speaker was quite serious, and everyone knew it. Many other attendees may have recognized that by including such a “moment” on the agenda, their colleague was likely well ahead of their own routine meetings typically filled with data-intensive, financial and fiduciary oversight reports. Veteran directors may recall the days when their credit union was just forming and their role was to pour over financial statements, do cash counts and fill the void that a lack of professional staff created. Today the director’s role is quite different. Unless your credit union is very small or in start-up mode, you rely on professional staff to brief you on financial and fiduciary reports. You need to provide effective oversight, hold staff appropriately accountable—and then move effectively to your strategic responsibilities that will help propel your credit union to flourish into the future. In that spirit, we recently developed a list of sample strategic topics for directors to discuss in board meetings, even just for 20-30 minutes. Not all of them are applicable to your situation, but they are the types of questions that can help you regularly exercise your strategic thinking muscles: What criteria would you use in considering—or rejecting—an offer to merge your credit union into a larger one? What types of risks does the evolution of payment systems foreshadow for your credit union? How is your credit union growing? How might you need to grow differently in the future? Even if your credit union is growing, is it genuinely improving members’ financial lives? What would the “ideal” board for the credit union you envision in the future be like? Do you have the right blend of directors for that future? What would the future focus be? What committees would the board have? What type of relationship would it have with your CEO and executive team? What type of relationship would it have with your members and the community? How does your credit union define its risk tolerance or philosophy? Are you too risk-averse? How does your credit union’s risk profile compare to peers? How should you balance ROA, risk and stewardship to members? How do you leverage your cooperative culture into a competitive advantage? Are there other success measures you should be looking at, beyond financial performance? We strongly encourage the board to work hard to fine-tune a strategic plan that includes clear vision and mission statements, strategic goals, objectives and metrics in constructive partnership with your committee leadership, CEO and executive team. After reaching a consensus on the features on the accompanying chart shown in blue, challenge your CEO and executive team to develop their organizational work plans to meet or exceed your agreed-upon strategic goals. But don’t stop there. Include regular and ongoing strategic thinking, discourse and potential changes to your strategic plan, if necessary, in board meetings throughout the year. Insist that your CEO and management team report regularly on the strategic metrics of success as you march toward achieving your strategic goals and objectives. Consider changes in the marketplace or your business environment regularly to assess whether anything needs to be fine-tuned, adjusted or even eliminated. Strategic planning and thinking are continual processes. Off-site sessions annually or every few years may be helpful to recalibrate your leadership’s thinking, but they’re not the end-all. The real work of strategic planning should be a regular feature of the discourse and thinking of the board and executive team—day in and day out, moving beyond the “moment” (though that’s a good start) to become the central focus of your most important deliberations. Previous Next

< Back Did You Dust Off Your Old Pandemic Plan? Michael Daigneault and Jennie Boden Mar 24, 2020 Key ideas about response oversight and future strategy If you’re like most in this world today, you likely feel like you’ve lived a lifetime in just the last week. I know that we have. As we write to you safely from our home offices, we send well wishes to you and everyone in your circles that you are safe, well and doing what you can to “flatten the curve.” But we also know that you all have immense responsibilities. Personal responsibilities to your families and your loved ones. And professional responsibilities to your employees who are looking to your credit union for stability and, yes, a paycheck. Responsibilities, too, to your members who are counting on you to keep your doors open—or at least your drive throughs and your ATMs—so that when they need access to their funds, you are there. And eventually, they may need even more from you. In 2005, the White House, through the Homeland Security Council, issued the National Strategy for Pandemic Influenza —which addresses the threat and potential impact of a pandemic. At the time the experts issued that document, they were focused on a pandemic resulting either from a flu strain that existed then in birds or another influenza virus. The National Strategy is still very relevant, and it outlines how the government prepares, detects and responds to pandemics of all kinds. It is still in use today. “It also outlines the important roles to be played not only by the federal government, but also by state and local governments, private industry, our international partners and most importantly individual citizens…” It states that the “private sector should play an integral role in preparedness before a pandemic begins and should be part of the national response.” A few short months after the federal plan was released, the National Credit Union Administration issued a guidance letter in March 2016 stating that “credit unions and their service providers supply essential financial services and, as such, should consider their preparedness and response strategy for a potential pandemic.” It went on to say, “The National Strategy addresses the full spectrum of events. The main components of the National Strategy address: Preparedness and Communication; Surveillance and Detection; Response and Containment.” In 2007, the Federal Financial Institutions Examination Council issued its own guidance through the Interagency Statement on Pandemic Planning , which was just updated earlier this month due to the current COVID-19 Pandemic. If you’re like most credit unions, in response to all of this guidance and these recommendations, someone at your credit union prepared a pandemic response plan back then, and put it on the shelf, thinking that you’d never in a million years need it. Well, a million years has come to pass. We spoke just a few days ago with the CEO of a $500 million credit union who remembered that her staff had developed a pandemic response policy some time ago, and they “dusted it off” (her exact words) and put the policy into motion. To her relief, so far it has been working well for her credit union. Some of the specific elements of that credit union’s implementation plan include: Any employee who has remote work capabilities is required to work from home until further notice. (This includes at least one employee from every department, as well as multiple call center employees). All branch lobbies are closed until further notice, with only drive-thru options open. Additional deep cleaning services have been contracted for all facilities. Additional technology has been purchased to support increased remote capability. New member products and services have been created including a new short-term loan product, a low interest rate, no down payments, no documents required, reduced restrictions on skip-a-pay loan program, etc. A communications program has been implemented to reach members via email, social media, website and on-hold messages. The credit union has contracted with CUES Supplier member CO-OP Financial Services , Rancho Cucamonga, California, to provide overflow call center support, if needed. An emergency sick leave policy has been created and enacted. If you don’t have a pandemic response policy, you are likely developing the components of your policy as you respond each and every day to the mounting issues that confront you. Ensure that someone is memorializing the good actions that you take as you move through this crisis so that you can thoughtfully, when we all come out of the pandemic on the other side, translate your actions into a comprehensive, cohesive policy. And very, very importantly, ensure that the overarching framework and strategy of your plan is developed in constructive conversation with your board of directors. Does this mean that the very detailed elements of your plan, i.e., what does deep cleaning mean or which individual employees should be designated to work from home, should be approved by your board? No. But it does mean that the overall, strategic approach of your plan should be developed in discussion with your board and that your board should ultimately approve the key principles underlying your pandemic response plan. If it’s been a while since you “dusted off” your pandemic response plan, consider this template that we’ve crafted and take a look at the National Strategy, both of which we hope will provide some support and direction to you and your credit union’s leadership (board and management alike). Stay well and stay safe. P.S. Be sure that you and your Board are staying up to speed on all of the regulatory updates regarding COVID-19, including those impacting annual meetings and board elections! Previous Next

< Back Building Your Associate Board Member Program, From The Philosophy Up Jennie Boden and Gisele Manole May 1, 2021 The groundwork for success includes commitment from the start. The debate over the best governance practices for board succession rages on. It is a routine topic in every single engagement and interview we conduct. The issues of diversity and term limits are especially prominent lately, and the daunting task of building the board of the future feels, as with many other responsibilities, like a full-time job for the credit union’s volunteers, all of whom have limitations on their time. The State of Credit Union Governance 2020 found that almost half of board members surveyed (45%) thought that their board was only adequate or less than adequate at attracting people who have the right skills. So, what does it take to marry talent with your board and governance culture? Mina Worthington, CEO of $796 million Solarity Credit Union in Yakima, Washington, describes how her credit union answered the question. “Ultimately our success was in finding the right way to meaningfully involve associate board members in the work of our board,” she says. “They are board members in every way possible except for the vote.” What does an associate board member program look like? And are some key ways that associate board members can be brought successfully into your fold? At Solarity CU, associate board members are partnered with a “board buddy” to help orient them to the credit union and the culture of the board itself. Proper board orientation is oftentimes overlooked or treated as a “self-help” effort, lacking a strategy for continuing orientation past reading the governance manual, bylaws and policies and meeting with the CEO and senior management. An associate board member at Solarity CU explains: “Right after I joined, my board buddy reached out and called me. We sit next to each other in the board meetings. She’ll whisper historical things to me and follow up with me after the meetings to be sure that I understood everything. I’ve only been on the board for about two months, but I already feel respected, and I definitely feel like my voice is heard.” Another hallmark of Solarity CU’s success with its associate board member program has been the institution of regular monthly meetings between the CEO and associate board members before the board meetings to review the meeting materials and answer any questions. Worthington says, “Investing the time in building those relationships with associate board members was just as important as making sure that they knew what was going in the meeting materials each month—the message being, ‘We want to learn about you as much as you want to learn about us.’” Another hallmark of a successful associate board member program is access to training and conferences that give associate members a broader look at the issues, innovations and ever-evolving best practices in credit union governance. Think of this as an investment by both parties in the future of the credit union. A multitude of resources are available—from online trainings and workshops to conferences and certification programs. Some are even free! So, the underlying philosophy of a successful associate board member program must be, “We’re 100% committed to you,” instead of thinking of associate members as engaging in a protracted interview process that can sometimes go on for years. From our experience in working with thousands of credit unions, an associate board member program that engages, orientates, educates and invests in its volunteers in meaningful ways is the best way to ensure the future of your credit union. In the coming year, if you haven’t explored an associate board member program to support a healthy balance of board renewal at your credit union, maybe 2021 is the year to do so. Just be sure, as with everyone in your boardroom, that you are open and committed to helping those volunteers develop into exceptional stewards of your vision and mission, too. You can purchase Quantum Governance’s Associate Board Member Job Description, as well as other policies from their Policy Library here . Previous Next

< Back To Pay or Not To Pay Michael Daigneault Sep 22, 2015 Deciding whether to compensate credit union and CUSO directors is a hard question. There’s been a lot of buzz recently about whether credit union board members should be compensated. For a long time, this notion was taboo. For many, it literally seemed to go against the very essence of a cooperative credit union. Then the idea of compensation seemed to shift from being taboo to being merely uncommon. Though federal credit unions can provide compensation only to one member of their board, usually the treasurer, some state-chartered credit unions may compensate more broadly. A recent study published by Filene Research Institute (and underwritten by Quantum Governance and CUES, among others) notes that there has been a new and significant shift, with many beginning to support the notion of paying their boards, “with some even believing that doing so would soon be crucial to their ability to attract and retain effective board members.” The study, aptly titled Should Credit Unions Pay Their Directors? , goes on to report that “At 145 credit unions in 12 states, directors earn somewhere between $60 and $37,597 annually.” The report’s author, Matt Fullbrook, manager of the Clarkson Centre for Business Ethics and Board Effectiveness at the University of Toronto’s Rotman School of Management shares that while “In most states, credit union director compensation is dwarfed by fees paid to directors of commercial banks …the pay trend is slowly catching on, especially among large credit unions.” On the one hand, such a trend makes some sense. Credit unions deserve engaged board members who feel appreciated and perhaps, at times, fairly compensated for their significant efforts. They bear significant burdens. They are, for example, legally responsible in ways that even the CEO isn’t. And I don’t have to tell you that there is a lot at stake: millions of dollars in assets for most credit unions and even billions for an increasing number in this age of consolidation. Credit unions need the best and the brightest board members to meet the tremendous challenges of the day, but it has become increasingly hard for many credit unions to recruit high-quality, dedicated directors. If compensation can help in that regard, perhaps it is one tool that should be utilized. Yet on the other hand …there is a rich tradition of board members serving their fellow members in a voluntary capacity. Indeed, you and your colleagues are in the business of running a cooperative credit union on behalf of your members. What About CUSO Boards? Like a credit union board member, directors of credit union service organizations are tasked with providing good governance, effective oversight, strategic vision and the like. But unlike credit union board members, they are guiding for-profit entities. And therein lies a very significant difference. CUSOs were created as “outside-of-the-box” business solutions – creative ways for credit unions to effectively address effective business needs. One argument for compensating a CUSO board certainly is that in order to attract and retain the most creative, “out-of-the-box” thinkers, compensation is a must. But as in the credit union community, there are also cons to the practice of compensating CUSO board members, many of whom are credit union CEOs themselves. That con list includes: the argument that the CEOs are already handsomely compensated by “the community”; that while the CUSO is a for-profit entity, it exists to serve a cooperative community and should, therefore, follow cooperative principles; and that it may send the wrong message to credit union members or the community, among others. The long and the short of it is this: There is no simple answer to the question for either credit unions or CUSOs. The notion of compensating a CUSO board (despite its for-profit status) can be just as perplexing. What I can tell you is that for both credit union boards and CUSO boards, answering the compensation question does require a board that doesn’t shy away from asking the hard questions. All of us should consider the long-term implications, as well as pros and cons of compensation at the board level, and dig deeper to find common ground on this challenging issue. Previous Next

Governance Resources Finding Balance in Board Meetings Efficiency vs. Engagement Read More What Key Factor May Be Working Against Your Interest in Raising Board Engagement and Accountability Discover the hidden factor sabotaging your board's engagement and accountability, and learn how to address it effectively. Read More In Search Of The Strategic Board Discover how credit union boards can become agile strategic partners and lead their institutions to future success. Read More Who Needs A Shadow Board? Add younger employees and members directly to your C-suite and board to benefit from their skills and knowledge today. Read More The Need for Evolution: One of Today’s Central Governance Challenges If your credit union has grown have you re-considered the balance of authority between your board and CEO? Read More Hope for Gen Z Comes in the Shape of Credit Unions Generation Z has the potential to be the greatest credit union generation, so why are so many credit unions struggling to get their attention? Read More Make Your Voice Heard Speaking up can be scary, especially if you’re the only woman in the room, but it’s important to call attention to problematic behavior in the workplace. Read More Gender Equity In The Boardroom: We're Not Done Yet Boards still have work to do to support their female directors and wider DEI&B efforts. Read More Leadership Matters: Choosing Humility Acknowledge your power in the workplace and strive to have open and humble conversations that encourage other voices to be heard. Read More Dealing with Divisive Directors Honor the principle of democratic member control even when you need to remove a board member. Read More Does A Divided Vote Make You A Divided Board? A divided vote makes you a human board. And it’s what you do afterward that matters most. Read More A Cautionary Tale of Risk Management in This Time of Bank Failures Defining roles and responsibilities and continuing education help ensure appropriate coverage. Read More Know When It’s Time To Go Holding onto your board position may be best for you, but what’s best for your credit union? Read More The Sophisticated Art of Ensuring Your Board Grows Alongside Your Credit Union Four areas to focus on. Read More Is Your Organizational Success An Accident? New study suggests where to look for the answer. Read More Defining Consensus 'Five finger consensus' allows all directors to weigh in on key decisions. Read More On Being the Female Chair Leading a Predominately Male Board Two female board leaders share their experiences and advice for promoting good governance—especially, but not only, as representatives of a minority demographic. Read More How Using a Recruiter Can Boost Board Succession Planning Efforts Approaching director searches like executive searches can produce great results. Read More More Listening, Less Mansplaining In the boardroom and everywhere, it's important to hear all voices. Read More The Playground Bully Grows Up Who are the workplace bullies, and what can we do about them? Read More A Continuously Bigger and Better Box Like a nautilus, Hudson Valley Credit Union’s board evolves beautifully into its next stage of governance. Read More Hudson Valley Credit Union’s Call for Board Candidates Refresh As part of its board recruitment renewal project, Hudson Valley CU developed a call for candidates that outlined specific attributes that matched its changing governance needs and values. Read More Key Outcomes And Lessons Learned From A Board Renewal Effort An analysis of Hudson Valley CU’s work to revise key governance processes. Read More Why Directors Are Chess Pieces, Not Checkers Every director should be ‘chair material’—even if they wouldn’t make a good chair. Read More Mentoring … Because If We Don’t, Who Will? Supporting other women as they advance is important. Read More Are Women Better Leaders? They are when they act with humility, self-awareness, self-control, moral sensitivity and kindness. Read More Serving Members’ Best Interests Benefits From A Constructive Partnership When directors, supervisory committee members and executives collaborate effectively, members benefit. Read More Parity In The Boardroom Takes Patience, Planning And Process But putting in the effort can definitely make a difference. Read More Building Your Associate Board Member Program, From The Philosophy Up The groundwork for success includes commitment from the start. Read More Women In Football, Politics And Credit Union Boardrooms It’s important to prioritize and value diversity. Read More Transitions of Power A perfect time to re-evaluate your organization and its direction is when a key leadership shift is on the horizon. Read More Reimagining Your Board Meetings To make your gatherings more effective and engaging, first look at the real reasons boards meet. Read More RIP RBG: The Thin, Strong String That Ties Women Together Our foremothers paved the way for us; now we pave the way for the women now coming of age. Read More Taking Action On Credit Unions’ No. 1 Director Recruitment Priority: Diversity. The credit union and women’s movements are clearly doing something right. But we still have a long way to go. Read More Some New Remote 'Norms' Are Here To Stay Five tips for a successful pivot to virtual board meetings Read More Weaving a Single Garment of Destiny The key threads include equity, diversity and inclusion. All three are needed for the best leadership and governance for your credit union. Read More Embracing our New (Virtual) Reality The new virtual reality is changing the way we do business. Read More Governance Committee – If You Don’t Have One, Get One! Governance Committees can help ensure boards are running smoothly. Read More Into the COVID-19 Fire to Make Things Better for Members and Staff A strong alignment of the CEO, senior leaders and the board enabled early, effective action. Read More The State Of Credit Union Governance 2020: A Summary Read More Did You Dust Off Your Old Pandemic Plan? Key ideas about response oversight and future strategy Read More The Importance Of A Truly Independent Supervisory Committee If you’re shifting to an ‘audit’ committee instead, be careful not to sacrifice independent oversight at the altar of efficiency. Read More The Concept of ‘Constructive Partnership’ Collaboration, more than control, fuels today’s high-performing boards. Read More Coming Together for the Common Good Consider multiple perspectives and build consensus— not unanimity—to ensure your CU is making good decisions. Read More Being Chair Is More Challenging Than You Think In addition to playing an important role in managing the CEO, the chairman also plays a key role in managing the board itself. Read More Board Liaisons Direct Directors and Staff Toward Good Governance Generally keeping things organized and on track is no small feat—and it’s an important one. Read More The Board And The CEO Should Play Doubles Tennis The constructive partnership between directors and the chief executive is a lot like teammates on one side of the court. Read More Balancing Impartiality With Voting A best practice for chairs is to help the board look at the big picture while still having a specific opinion. Read More Advice from My Hero Six key responsibilities of every board, gleaned from my conversation with world-renowned expert Ram Charan. Read More What to Do When Communication Styles Clash: Embrace It Building a culture of inclusivity helps ensure each voice on your board is heard. Read More Effective Communications in the Board Room Key Findings for Communication Read More Many Board Problems Boil Down to Communications Challenges Directors need to ask good, hard questions—to ‘trust but verify’ in a respectful and professional manner—all toward the good of the credit union. Read More Two Of The Five Top Questions Board Chairs Have 1. Should chairs vote? 2. What’s the best way to ask a director to move on? Read More A New Credit Union Model with Classic Principles Focuses on Social Purpose Reclaim the ‘why’ of credit unions by deeply embedding social purpose in all your activities. Read More Get Your House in Order—Now, If Need Be There is no ‘wrong’ time to deal with fundamental governance issues. Read More Closing the Board/Management Trust Gap 5 ways to unite staff and volunteers for good governance Read More Millennials Are Many Things, Including Your Future Board Leaders Getting to know them can aid your recruiting. Read More Tell Me Something I Don’t Know: What You Need to Know About Assessments Solid financials aren’t necessarily a sign of a high-performance board. Read More Who's on Your Board Today? Tomorrow? The State of Credit Union Governance, 2018 report finds credit unions are more certain of their current mix of directors than they are about the future composition of their boards. Here’s what this means for board renewal. Read More 5 Data-Driven Recommendations for Governance Success Core Recommendations from a New Report Read More The State of Credit Union Governance, 2018: Six Key Findings Use them to increase your board’s focus and effectiveness. Read More Understanding the Importance of Ethics Principled leadership is a vital part of any cooperative’s DNA. Read More A Case for Reaching Higher Musings on the Federal Reserve’s proposed guidance on supervisory expectation for boards Read More Assessing Staff's Strategic Planning Path The challenge is helping front-line credit union folks see the big picture. Read More Great Things from the Great North Three overarching Canadian principles that can be applied universally Read More Help Your New Chair Move Up Here's what a top board leader needs to know to be successful—and what you need to know to help. Read More ERM Is Everyone's Responsibility 10 steps to take to ensure your leadership is doing all it can to identify and manage risk Read More The Ever-Elusive Millennial Director Tailor your message and medium in recruiting younger board members. Read More Resolutions for a New Year Taking the Opportunity to Make Changes Read More The Benefits of Board Committees Get the most out of them by applying these bright ideas. Read More Supervisory Committees Function Well, But... Just like CUs and their boards, supervisory committees must change with the times. Read More A Matter of Leadership CUs need to pave a new road to ensure a strong, high-performing board over time. Read More Nine Leadership Challenges The board of the future will need the strength to overcome these. Read More When It Comes to Board Meetings... We can do better. Read More No Higher Calling The challenge of effective CEO evaluation Read More The Learning Board Three key building blocks Read More Creating a 'Wow' Credit Union Board Meeting How to Take Your Meetings to the Next Level Read More 'Quantum' Board Engagement Six questions to help you more fully get your board engaged Read More Board Engagement Needs A Boost Strategies to use in your monthly meetings Read More A Matter of Culture What drives yours? Here are 10 elements to shoot for in your board room. Read More Surfacing Assumptions Knowing what you're assuming can boost board strategic thinking. Read More Fiduciary AND Strategic Thought Needed Finding the right balance between operational oversight and visionary dialogue in your boardroom is worth the struggle. Read More

< Back More Listening, Less Mansplaining Jennie Boden Mar 22, 2022 In the boardroom and everywhere, it's important to hear all voices. I was recently facilitating a retreat for one of our credit union clients when one of the board members—a male board member—started going toe-to-toe with me on the subject of good governance. Really? I thought to myself. Okay, let’s go . I’ve been a professional in the national not-for-profit sector, focusing on governance, strategy and C-suite management issues, for almost 30 years. And I’ve been working specifically in the area of credit union governance for almost a decade. I’ve probably interviewed more credit union board members than, well, most everyone, and I’m an author of The State of Credit Union Governance studies published by CUES and Quantum Governance. I help assess and review governance data from 50 or 60 credit unions every year … every year . Now, I’m not trying to boast. But I am saying that I know my way around a discussion on credit union governance. Apparently, however, my male client knew more. The term mansplaining is relatively new—it first appeared in a Los Angeles Times piece in 2008—but the concept, of course, is not. The phenomenon of mansplaining is so common that it even now appears in the Merriam-Webster Dictionary and is officially defined as “when a man talks condescendingly to someone (especially a woman) about something he has incomplete knowledge of, with the mistaken assumption that he knows more about it than the person he’s talking to does.” For many women, mansplaining is a frustrating, recurring part of their professional lives, regardless of their position or tenure. While some may be tempted to call mansplaining a mere annoyance—or invoke gendered stereotypes that women are “too sensitive”—the impact of mansplaining behavior goes much deeper than words. In the boardroom, it can be a clear signal that a board member’s expertise is discounted and, according to the Society for Human Resources Management , it can even affect the way board members are nominated and selected for committees or leadership roles. Mansplaining in the Credit Union Boardroom So, why is this particularly relevant among credit unions? We know that credit unions have made significant progress in diversifying their boardrooms, especially as compared to other sectors: 36% of credit union board members are women, whereas women hold only 25% of board seats in Fortune 100 companies, according to a 2018 report by Deloitte and The Alliance for Board Diversity of America. Yet, even at 36%, women are still significantly underrepresented in our credit union boardrooms, which remain male- (and white-) dominated spaces. Much more work remains to be done to improve gender diversity in the boardroom to ensure that boards truly reflect the communities they serve. As most women know, mansplaining happens everywhere: It begins on the playground and carries through to the boardroom. But it doesn’t stop there. In fact, the concept of mansplaining is so universal that in 2016, a union in Sweden temporarily set up a hotline for workers to report incidents of mansplaining and seek counsel from professors, authors and other gender experts on strategies for dealing with this condescending behavior! Even the BBC offers a flow chart to help readers identify mansplaining even when they may not realize it’s happening to them! As we encourage boards to reflect on and improve their own diversity, we know that many credit unions will recruit new directors who don’t necessarily have banking or accounting backgrounds, but who are bright, driven leaders in their fields. They are strategic thinkers who are ready to learn more about what the credit union does. This diversity—both in terms of gender and racial background and also professional expertise—undoubtedly helps advance a credit union’s service to its members not only by ensuring a strong “ear to the ground” but also by deliberately crafting a leadership group that brings diverse experiences, skills and viewpoints all to strengthen the decisions made in the boardroom. Board members with prior sector experience will, naturally, lead in helping their new colleagues develop a greater understanding of the credit union and their responsibilities as board members. In fact, we encourage it. In offering guidance, however, it’s important to remember that your support should be offered in a way that’s conducive to learning and recognizes your new colleagues’ own talents and expertise versus sharing your own knowledge in a way that is condescending, meant to intimidate and discredit. Board members of all tenures and backgrounds should approach their role with what David Smith , an associate professor of practice at the Johns Hopkins Carey Business School, calls “healthy doses of humility and a learning orientation.” Smith also notes that a “prove it again” bias that women often experience “questions their competency by having them continually prove that they have the experience and ability to perform. Most men do not experience this bias as it is usually assumed that they are competent, and they are advanced more often on potential.” While this observation is based on his experience in the U.S. Navy, a credit union boardroom—a similarly male-dominated space—can also encourage these dynamics. How to Move Past Mansplaining How do we recognize and move past the mansplaining we observe in the boardroom? Smith’s research found that what women most appreciated in male mentors and allies was their capacity to listen—which Smith summarizes as “generous listening with an intent to understand and not fix her or fix her problem.” Recognizing the root impulse for this is also important: “As it turns out, many of us as leaders are socialized to be problem-solvers. We listen to a colleague until we discern the problem and then tell them how to fix it.” (Read more on this from Smith in “ More Listening, Less ‘Mansplaining’ Make Men Better Allies to Women Co-Workers .”) In the credit union boardroom, where we find various levels of expertise in accounting or banking, but a steadfast desire to learn, this is equally important for male colleagues to internalize. What are some other key strategies for creating inclusive, welcoming, and respectful spaces? Arin N. Reeves, Ph.D., of the University of Michigan offers a few suggestions : Create and use agendas for meetings to define intentions, decrease interruptions and offer clarity on who should be speaking and why. Adopt a “take turns” approach in meetings; it will provide additional structure around who should be speaking and offer all participants an opportunity to give their perspective. Separate “divergent thinking” (unstructured brainstorming and idea generation) from “convergent thinking” (idea analysis and decision-making) to prevent unwanted interruptions and allow for women’s voices to be included as an active part of the leadership and decision-making process. Speak up! We can all recognize the symptoms of “mansplaining,” and if we can respectfully call out and encourage reflection about this behavior, we can create more respectful, productive and effective board and committee meetings. We all know that there are challenges to recruiting board members. Don’t make the mistake of not fully appreciating or realizing the full potential of your board members by silencing those voices that will help to further the vision and mission of your organization. Previous Next