Most museums struggle with unclear roles and responsibilities of the board vs. the director. The struggle ranges from mild confusion to outright conflict.

Although there are some general principles to guide you in clarifying the roles and responsibilities of the board and the director, they must be customized to the needs of the museum. This means the mission, strategies and policies of the museum must be clear and agreed before the roles and responsibilities are customized. If these three elements are not in place first, the customization is likely to be driven by the personal needs of the director and/or board members.

Points of Opportunity:
Clarifying Roles and Responsibilities

There aren't cook book instructions to fit any museum. On the other hand, there is a great deal of good guidance and experience to guide your board. There are several points in a museum's life when a special opportunity presents itself to clarify the roles and responsibilities of the leadership team. Missing these opportunities often creates problems later in the director's employment.

1. In newer, smaller museums, board members will necessarily be involved in doing the actual work of the museum. The board IS staff, at this point. This is as it should be. However, when a professional director is hired and if he is expected to lead, the board must make significant changes in its roles and responsibilities. This change is hard for the board and lapses into old behavior is common. Failure to grapple with and overcome this fundamental organizational transition stunts the museum's growth and increases costs. Many smaller museums suffer from this syndrome and never grow in size or quality.

2. Whenever a director leaves, the opportunity to analyze the pros and cons of the board-director interaction presents itself. The outgoing director's honest input can be invaluable, if the board can hear it. This analysis lays the foundation for redefining the roles and responsibility before a new executive is hired.

3. The implementation of a new strategic plan can be enhanced by following the planning process with a review and refining of the roles and responsibilities of the board and director. Once this is done, the director should similarly examine the roles and responsibilities of the staff, in light of the strategic plan. This process creates a strategic structure. Failure to align the personnel to the plan will hobble the implementation of the plan.

4. The final opportunity for addressing the board/director relationship occurs when either the board or the director feels the relationship is not working well.

Failure to clarify board/director relationship results in frustration, attention spent on symptomatic relief and fails to examine the causes of frustration, guaranteeing the problem will recur and get worse.

Guidelines:

The following generic guidelines apply to all museums. Deviation from these can make sense, but the reasons for not follow one or another should be fully discussed and agreed upon by the board members and the director.

1. Both the board and the director are responsible for getting the roles and responsibilities clarified. Failure to do so will undermine all other board and museum work.

2. In the broadest sense, the board's responsibilities are to set to the overall purpose, policy, and strategies of the museum, including defining the museum's audiences, and the approaches to be taken with these audiences. The purpose, policies, and strategies should be sufficiently comprehensive, specific, and agreed to frame the process of hiring the director and guide the director in the implementation process. The overall purpose, policies, and strategies should be reviewed and updated every year or two.

3. In the 1990s it has become increasingly apparent that, for a museum to thrive, it must pay more attention to understanding and serving the public. This means the community and its various segments. In general, museums find that this service demands more diversity on the board, among the staff and volunteers, in the exhibits and public programs. Cultural, age, and gender diversity is as important as racial and ethnic diversity. Boards must lead the way.

4. Museums must have clear and agreed policies for controlling collecting, deaccessioning, and preventing conflicts of interest.

5. The board is responsibility to see that adequate funding exists to operate the museum, grow it and endow it for future generations, capital projects, and infrastructure needs. Each board member should be active in giving and/or helping the director and development staff raise funds. There may be exceptions to this guideline for some members, but they should be few. The job of development grows more challenging with each passing year and cannot succeed without 100% commitment from the board.

6. The board approves the budget and ensures that it is strategically driven, and that the strategies have sufficient budgetary support. Allowing the budget to determine the strategy may appear financially sound, but if you choose your strategies based on the current finances, you may undermine the museum's success.

7. Boards often drift into managing and administering the museum, especially when the staff is underpowered or overworked. As the staff grows and a professional director is appointed, the board must learn to delegate to the director. Failure to do this will drive good directors away, and worse, may lead to the retention or appointment of a poor director.

8. The director must have the authority to hire, fire, discipline, evaluate and promote staff. The board must guard against end runs from the staff who complain about directorial decisions. Getting into this sort of situation is like allow your children to play your off against your spouse.

   If a staff member comes to a board member with an issue, the board person should listen, ask questions, and take no action. If the situation requires action, the board members should arrange a meeting that includes the board chair, director, and staff member. Any other response politicizes the process and undermines the director's ability to manage.

   The board should also ensure that there is a well-publicized staff grievance procedure.

9. The board is responsible for auditing performance and taking corrective action when needed. Is the museum accomplishing its purpose and following its policies and strategies? Is the director fulfilling his responsibilities? Are we financially sound? Is the museum responding well to external opportunities and threats? This review should occur quarterly.

10. The board is responsible for ensuring a competent director is in place. This requires thoughtful recruiting and hiring as well as an annual performance review.

11. Boards are responsible for ensuring a reporting system for providing board members with the information necessary for decision making.

12. Boards are responsible for recruiting and developing new board members. The board composition should include the needed skills, be representative of the community and have term limits. Boards without term limits tend to become ingrown, aged and inflexible.

13. Boards must establish a process for making important decision.

14. Boards must insure clear, proactive communication between board members at meetings and in-between.

15. The board is responsible for its own education and development. You don't become an excellent trustee simply by accepting an appointment. You must learn about trusteeship, about ethics, laws, and policies which apply to your type of museum, and about how to have an effective board meeting. You should be knowledgeable about the dynamics of the museum industry and the opportunities and threats facing museums. A trustee should visit and study the policies and practices of similar institutions.

16. Subcommittees of the board require strategic alignment. The may be in support of board functions as outlined above, or in support of agreed upon plans. All committee work for and report into the overall board.

Resources:

• The Museum Trustee Association
• The National Center for Nonprofit Boards
• The Drucker Foundation for Nonprofit Management
• Quality Management to a Higher Power

Responsibility Audit

The generic guidelines above must be finely tuned to provide specific distinctions of responsibilities to have a practical effect in your museum.

One way to do this is to complete a Responsibility Audit. The audit begins with the board and the director both submitting a list of responsibilities to clarify. In particular, the list includes areas where either the board or the director has questions about who has authority over what. No item submitted should be eliminated.

The value of this type of approach is the dialogue which occur after a set of questions are listed, as the board and director enter their views of who has what type of responsibility for each task.

The earlier in a new director's tenure, the easier it is to accomplish. A Responsibility Audit can be used by an existing leadership team, but the ideal time is at the time of hire.

Auditors must first agree on the list of tasks to be audited. Use as many sheets as necessary. Each auditor now rates the type of responsibility they believe each role should have for each responsibility. Try to use a single letter in each box. The only exception is combining B and C.

Who is Accountable to Whom for What?

A—General Responsibility. Guides the work by setting overall purpose and policies.

B—Operating Responsibility. Has responsibility for on-site management of others who have the specific responsibility for the task?

C—Specific Responsibility. Has direct, hands-on responsibility for execution of the task.

How Individuals Work Together to Get the Job Done

D—Must Approve. Must concur or grant approval.

E—Must Be Consulted. No decision is made until consultation (i.e., advice or information is given)but does not make the decision.

F—May Be Consulted. The person with authority chooses whether to consult this person or not.

G—Must Be Informed. Must be informed about the decision, preferably before it is taken.