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The Governance Corner

A forum for discussing issues in Independent School governance in the third decade of the 21st Century

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Delivering Value: Making Schools Accountable

7/24/2013

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In my last blog, I talked about some of the challenges inherent in peer evaluation models of school accreditation. I should add a mea culpa here. For almost seven years I was Executive Director of the Canadian Educational Standards Institute (now a merged partner in the Canadian Accredited Independent Schools); sat on the NAIS Commission on Accreditation; helped to construct the model core standards for all major independent schools in Canada, the US and Europe; and chaired the review team overseeing the accreditation processes of the European Council of Independent Schools. If there is anyone who is invested in the peer evaluation/accreditation model, it's me!
Having said that, being on the inside, and reflecting from the outside, has given me some great insights into how accreditation can be both more rigorous, and more valuable to both Boards and Heads.

Here is my three point checklist for ensuring that you have an effective accreditation process:

1. Measure outcomes, not inputs: Unfortunately, too many sets of accreditation standards are dominated by a list of observable and static conditions. That is they focus on policies and procedures; administrative structures; financial statements; curriculum maps; Board handbooks; etc. Those things can be handled by a checklist and signed off without a visit. 
Instead, accrediting bodies should concentrate on hard data (readily available in most schools through Stats-online, CAIS Benchmarks, internal KPIs, etc.). What are the trends in enrolment/retention? What are the operating costs per student? What are the admin/teacher/support/student ratios? How do students perform on external measures? How successful are they at the next level of education (note: not acceptance rates, but rather performance levels). There are many more, but you get the picture. These are the attributes that will tell you how a school is doing.
Then, a team can come in and talk to people (parents, staff, administrators, Board members, students, etc.) about their perceptions of the numbers and of the day to day realities of the school. They can assess school climate, facilities, the quality of the teaching and learning experience, effectiveness of communication strategies (not what they do - like having a fancy website - but what connection they really make). In short, see how the trends illustrated by the data are reflected in how the school actually runs. Successful schools can tell you not just what they do, but why they are doing it, and can demonstrate what impact they are having on all of their stakeholders.

2. Ensure that there is a truly arm's length and professional visiting team: Schools should have little or no input on the make-up of the accreditation visiting team. The construction of the team should be the purview of the professional staff at the accrediting body. They can assess the profile of the school, its stage of development, and possible areas of concern. That is not to say that schools should not request specific expertise that they feel might help them to address a problem or to assess a new initiative. However, they should limit their suggestions to skill sets, not name potential team members.
When recruiting team members, the accrediting body should specifically ask if candidates have a conflict of interest such as: past connection to the school, the Board, the Head, or other members of the leadership team. The integrity of the visiting team, and ultimately the credibility of the report, is directly attributable to the professional process in place for team construction. Unfortunately, no matter how honourable the people involved, accreditation teams can often evolve into a mixture of cronyism, patronage and noblesse oblige where potential team members try to ingratiate themselves with the "powers that be" in order to be included on a visit. Although taking part in a visiting team can be great professional development, there should be no team members who are learning on the job at the expense of the process and at the cost of the school being assessed.

Ultimately, both the value of the report and its acceptance by the Board and the administration of the receiving school are entirely dependent on the credibility of the visitors. I have seen numerous recommendations and often entire reports rejected by the school being assessed on the basis of the quality of the team members. The assessments may be valid, the recommendations thoughtful, and the conclusions solid, but if the team has no purchase with the Board and the admin, then it has been a waste of time and money.
 

3. A dedicated and arm's length accreditation Council/Board: The accreditation process cannot be confused with a membership approval system. Too many organizations blur the lines between membership criteria and accreditation standards. In such systems, the Executive Director or President who is on one hand tasked with increasing and diversifying membership for both financial and status reasons, is on the other expected to uphold the highest accreditation standards.  "Get them in, and keep them out!" This is an unsustainable model.
To be credible, and to reflect the real world of independent school governance and accreditation, each organization should have a completely independent, volunteer board to make all accreditation judgements. Reports should be submitted to this group, with perhaps the Chair of the Visiting Committee appearing to answer questions, but beyond that no-one with a vested interest in the process, including the ED, President, Chair, etc. of the membership Board, should be present. As with bursary applicants in all of our schools, the name, location and other identifiers of the school should be redacted from the report. These should be decisions based upon factual evidence, not reputation or connection. Only then, will we be be able to say that a school has truly and independently met the Standards.

The above three conditions are not meant to be harsh, or to be a criticism of existing practices. They are simply an expression of what we all know should be in place in any quasi-judicial process that seeks to establish rigorous and credible standards for our schools.

Between 1996 and 2008, I took part in more than 80 school accreditation visits. The vast majority of those teams were constructed by me and I was intimately involved in writing their reports and bringing them forward for consideration. I believe that i did an excellent job of helping schools improve their practice to, as we said at the time, "make good schools better". But in the second decade of the 21st century, I know that Boards, parents, school leaders, faculty/staff and students can get more bang for their buck. They are depending on the accreditation process to give that seal of approval that means that their money and time is well spent.

It is our collective professional responsibility to give them what they expect and deserve.




















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Searching for Value: the limits of Accreditation

7/18/2013

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It is difficult to find an independent school anywhere these days that isn't accredited by someone. In most provinces, the provincial government provides significant funding and those monies come with some form of regular oversight to ensure that the programme and academic standards are consistent with Ministry expectations. In other jurisdictions (Ontario, New Brunswick, the United States, etc.) parents and Boards of Governors must depend on outside accrediting bodies to provide feedback on the quality of both academics and operations. Some accrediting groups (such as the International Baccalaureate/IB organization) focus primarily on programme; while others (such as the Canadian Accredited Independent Schools/CAIS; the New England Association of Schools and Colleges/NEASC; the European Council of Independent Schools/CIS; etc.) offer a more comprehensive look at the overall picture of the school. 

While all of these systems are reasonably effective, they are hampered by some basic flaws that lessen the value of the services that they provide. To begin with, most accrediting bodies are organized on the basis of peer review. While offering the advantages of relevance (people who are facing the same challenges and constraints), currency (active practitioners, not potentially out of date consultants) , and breadth (teams with a wide range of expertise and experience); the accreditation process is only as strong as the quality and professionalism of the people selected for the review team. I have had many Board Chairs express their concern to me that a review team consisting primarily of teachers and administrators would not only be limited in their scope in terms of understanding some of the larger issues facing a school; but would also be inclined to provide "cover" for the Head and staff by downplaying systemic or personnel shortcomings. It has also been suggested that being too immersed in independent school culture, makes it difficult to stand back and give dispassionate and balanced advice.


The second challenge that some "membership" organizations face is the fact that they consistently face a basic conflict of interest. Although they might rattle the chains sometimes and give only conditional or deferred accreditation to a school; the instances of a total withdrawal of approval are extremely rare. After all, denying accreditation also means terminating membership in the organization with the resulting loss in fees and reduction in membership numbers.


Finally, most accrediting bodies operate on a five to ten year re-accreditation cycle and we all know that that represents a huge time span in the life of a school. Leadership changes at the Board or administration level, enrolment fluctuations, a downturn in advancement revenues, etc. can all turn a school on its head in a very short period of time.


In actual fact, current accreditation systems are less about measuring school performance; administrative efficiency; and, financial sustainability and more about on-going school improvement. If Boards approach an accreditation process as developmental, rather than evaluative, then they are more likely to feel that they are getting at least some value for their investment.

Having said that, there is still a need for some arm's length assessment of the overall performance of the school to ensure that Boards can effectively exercise their oversight function. What that assessment process should look like will be the focus of my next blog entry.

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Size Matters (at least in Boards!)

7/14/2013

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My wife Rheanne was at the CAIS Leadership Institute recently in Rothesay, New Brunswick. In one session, the issue of optimum Board size was raised. For most Heads, this is not really an issue that they spend too much time thinking about. They are usually presented with a Board structure (size, composition, committees, etc.) and are expected to work within those parameters.
This, however, can be a major mistake. As discussed in earlier blog entries, Board composition and the scope and behaviour of committees can have a huge impact on the life of a school. The same can be said for Board size.
To be honest, I have seen it all! I have worked with Boards whose membership numbered over fifty and have sat on a Board whose trustees could be counted on one hand. There is definitely not a "one size fits all" consensus on how large or small a board should be.

The issues with small Boards are pretty obvious. Too few people around the table usually presents three major shortcomings: a lack of breadth of viewpoint; great demands on each member's time; and, the possibility of a major turnover at any given time. Small Boards tend to be quite tight which can result in a single-minded view of governance and of the role of the Board that can easily go off of the rails in the case of a crisis. The workings of small Boards also tend to be rather opaque, leaving parents and staff with the feeling that a small clique is running the school.

Excessively large Boards can be equally problematic. It is almost impossible to engage members of the Board in the strategic decision-making process if they perceive themselves to just be a face in the crowd. Meetings of large Boards - which tend to be held infrequently for obvious logistical reasons - are usually either information sharing sessions by the administration, or town hall type discussions in which members air their views and complaints without any possibility of effective consensual decision-making. In actual fact, for virtually every overly large Board, there is usually an Executive Committee that actually makes most of the decisions, oversees the finances, and directs the Head. It is in reality the de facto Board. This is particularly true of some of the more traditional boarding schools whose Board meets once or twice per year, while the executive meets monthly. 

So what is the magic number? Good governance practice would suggest that Board size should fall somewhere between 12 and 18 members. Many Boards will set a maximum of between 18 and 20, being sure to leave some vacancies to give them the flexibility to add promising new members and to work around those trustees who are beginning to disengage themselves from the Board. The typical term for governors is usually around 3 years with one renewal. Effective practice would see a about one third of the Board up for renewal or replacement every couple of years (kind of like the US Senate!). Any greater change than this (like the Boards that are all up for re-election each year) opens the Board up for hi-jacking by special interest groups. Any less of a turnover than this is a recipe for atrophy!

Constructing a Board is like cooking yourself a steak. You want it big enough to satisfy your needs, you want it to be not too rarified, and you need to constantly turn it over to avoid getting burned!

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Cases in Conflict

7/5/2013

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When I was a Superintendent in the public system, there was never any confusion about conflict of interest. Public Board trustees constantly look over their shoulders to avoid even the slightest appearance of conflict. Our Board Chair, for example, was married to an EA in the system. Whenever any discussions or votes took place that affected EA staffing, salaries or even school placement, he absented himself from the Board room. 
I have found independent schools, by comparison, to be a bit more laissez-faire in their approach to managing conflict around the Board table. Parents often engage in active discussions about staffing levels, class size and even, on occasion, teacher competence and tenure that have a direct impact on their own child. Rarely have I seen parent Board members absent themselves for discussions of proposed tuition increases or even refrain from voting for or against them. In other cases, Board members who bring outside expertise to the table can occasionally slip into blurring the lines between their own business and that of the school.
Here then are five short case study examples where Boards have slipped into conflict. 


1. Money management: The Finance Chair of a large day school was also appointed by the board to be the business manager. Given his background in finance and investment this seemed like a win-win. (No-one seemed to realize that any oversight had just gone out the window.) A couple of years into this arrangement, the faculty found one month that their pay cheques were hand-written on the Finance Chair's personal account. It appears that he had been managing the school's money through his own investment company and realizing a nice service fee. In this case, he had locked in too much cash and had to dip into his own resources to meet payroll. Nothing illegal took place, but it was a nasty conflict of interest.


2. Programme Changes: Two influential Board members at a small boarding school, pressured the administration into introducing AP courses for their senior students. Given the small enrolments, the implementation was not cost effective and resulted in significant financial strain on the school's budget. The programme lasted two years, just long enough for the two trustees' daughters to get their credits and be accepted into a prestigious U.S. university, and then it was dropped.


3. School Expansion: A small urban day school was interested in expanding its capacity to increase its enrolment. The school was located in a lovely old mansion in a prestigious neighbourhood but was restricted in its growth by a lack of neighbouring space. A Board committee, chaired by a trustee with a real-estate background, researched other possibilities and identified a vacant building about a mile away. The trustee brokered both the sale of the existing school building and the purchase of the new one, collecting commissions along the way. Years later it was discovered that not only had the school significantly overpaid for the new location (which was in a much less desirable neighbourhood) but that the old school had been sold at a bargain basement price to a friend of the trustee who then flipped it a year later for a tidy profit. The school was saddled with a major debt load in the process and eventually was forced to close.


4. Student Discipline: The child of the Board Chair was asked to leave a school due to issues with trafficking drugs to boarders. Policy and procedure were followed to the letter and the Head kept the Board in the loop publicly and the Chair apprised privately as the case proceeded. The Chair publicly praised the Head for how the issue was handled and then worked behind the scenes for the next six months to undercut him with the Board and eventually have him fired. The Board subsequently woke up to what had happened, removed the Chair from the Board, and asked the Head to stay on. It was too late. The Head had accepted another position and left, leaving the Board and the school in disarray.


5. Head Selection: The Board of a highly successful rural boarding school tasked a Search Committee to recruit a new head to replace a well-respected, retiring incumbent. Due to the strains of distance, the process took much longer than anticipated. Finally the committee invited a short list of five candidates to visit the school for interviews. After a gruelling month of consecutive visits, interviews, meetings and reference checks, it was clear to the committee that there was no really outstanding candidate. Although the current Head offered to stay on while they continued the search, the Committee was tired and fed up and had no real stomach to reboot the process. Putting their own fatigue and frustration ahead of the long-term interests of the school they hired the best of a mediocre lot and the school eventually paid the price in losses of both enrolments and donation dollars. 


In all of the above cases, the fiduciary duty "to subordinate every personal interest to those of the corporation", was compromised. Needless to say, some violations are more heinous than others, but without clearly understood and enforced conflict of interest guidelines it becomes very easy for a Board to drift into poor practice. What starts with a trustee complaint about a teacher, or a programme, or a proposed fee hike can easily morph into a whole Board that has lost its strategic focus and struggles instead with competing personal interests. When that happens, the whole school community suffers.





 

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Interests in Conflict

7/3/2013

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Now don't get me wrong. Virtually every person who takes on the volunteer role as a member of a not-for-profit Board does so for the most altruistic of reasons. They might be supporters of the Mission; dedicated parents (in the case of schools); professionals looking to lend their particular expertise to the community; or even just friends of existing Board members who want to help out. From time to time you do find people who actively campaign to be on the Board to pursue a personal agenda, but these thankfully are few and far between. Having said all of that, there is no question that temptation often rears its ugly head once people are comfortably seated around the table. As an alternative to the "Lord's Prayer", perhaps all Board meetings should begin with the following group recital:

It is the fiduciary duty of all Board members to act honestly and in good faith; to be loyal to and act in the best interests of the corporation; to avoid any conflict of interest; and to subordinate every personal interest to those of the corporation.

One of the key aspects of a director's fiduciary duty is her or his obligation to "avoid acting in such a way that personal interests conflict with the interests" of the school. Even the best and most well-meaning of Board members fall off of this wagon! So, what are the four commandments to avoid conflict?
  • Business conflict: Board members serve without renumeration including professional fees from the school; and, must not attempt in any way to influence the hiring, purchasing, or tendering process in order to favour themselves, family members or friends;
  • Academic conflict: Board members must not attempt in any way to influence the academic content of the school's programme to favour or influence their own children; or the children of family members or friends;
  • Disciplinary conflict: Board members must not interfere with or try to influence the school's disciplinary process with regard to their own children; or children of family members or friends; and,
  • Admissions conflict: Board members must not attempt in any way to influence the admission of a student who is their own child; or that of a family member or friend.
Do Board members often break these rules? Constantly! They are only human after all.

How then can a Board member be certain to fulfill her/his fiduciary duty and avoid conflict of interest? Here are some FAQs:

Does a conflict of interest have to be a problem? 
No. As long as you place the interest of the school ahead of your own.

What if I am the director of two different corporations who are dealing with one another? (i.e. the school and a supplier)? 
No problem as long as you remain arm's length and neutral in the process.

What is the rule of thumb for determining a breach?
If you use your position to benefit yourself (friends, family, business, etc.) in any way that is not at least of equal benefit to the school, you are in breach of the conflict of interest guidelines.

Can I do a profitable business with the school?
Yes! As long as your hands are clean with regard to any discussions or decision-making. There is no conflict in submitting tender bids, or offering services at a competitive or better rate to the school so long as your relationship does not unduly influence the awarding of a contract.

Just be certain that you make a clear declaration when you suspect a conflict. Avoid participating in meetings or any discussions when decisions are being made.
These are the rules. They are pretty clear on paper but in practice they can become more than a little murky. In the next post we will look at some examples of how Boards get "stuck in the muck".



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    Author

    Dr. Jim Christopher
    has been working with Boards and Heads on Governance issues for the past 15 years. He is a former Superintendent of Schools, ED of the Canadian Association of Independent Schools and Canadian Educational Standards Institute and is the author of a number of books and articles of education and governance. His latest book, Beyond the Manual: A Realist's Guide to Independent School Governance is available on iTunes or at https://www.smashwords.com/books/view/388729

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