A board member asks staff to schedule her lunch appointments.
Staff comply until the CEO tells them to stop. The board member is offended.
Carver and Charney use the example because the request looks small.[1] The principle is not small.
Individual board members do not supervise staff.
The board holds authority as a body. It delegates organizational performance to the CEO. Staff receive operating authority through that structure. A member’s title does not create a private assistant, a second supervisor, or a route around the CEO.
I would want the member to apologize to staff and honor the CEO’s instruction.
The issue is not whether scheduling lunch takes five minutes. It is whether employees can know whose priorities govern their time. Small exceptions teach staff that trustee requests outrank management when the trustee is persistent enough.
Govern for Impact’s Source Document says individual members have no authority to instruct staff and that the board delegates to management through one accountable point.[2]
Conversation remains welcome. Members may greet staff, learn from them, attend events, and ask questions within agreed processes. The line is instruction and evaluation. “Would you tell me how this works?” is different from “Prepare this for me by Friday.”
The CEO should help staff keep the line without fear. A simple policy can allow employees to respond: “Please route that request through my supervisor.” Board members should support the sentence.
There are exceptions. The board may employ its own staff, such as an internal auditor, clerk, or executive assistant. Committees may receive lawful support defined in policy. Those reporting relationships should be explicit. Nobody should infer them from status.
In a small organization, board members may also volunteer in operations. When they do, they report through the volunteer or staff structure. They do not carry board authority into the shift.
You can ask every member to complete one sentence during orientation:
“As an individual board member, I may not…”
The answer should include instructing or evaluating employees.
A board speaks with one voice.
Staff should never have to guess which private voice counts more.
The board and CEO should rehearse the boundary before someone tests it.
Suppose a member asks the finance director for a special spreadsheet. Suppose another asks the communications manager to revise an announcement. Suppose a committee chair gives an employee a deadline. Each request may sound useful. Together they create competing bosses.
A practical protocol helps.
Members send operating requests to the CEO or a designated liaison. The CEO decides who responds and when. Staff may decline direct instructions respectfully. The chair addresses repeated violations with the member, not with the employee caught in the middle.
Board access to staff can still be valuable. The CEO may invite employees to explain results, risk, or professional judgment at a meeting. The board can hear directly without converting that access into supervision.
The board must also protect employees who report wrongdoing through an approved whistleblower process. That channel is not a general permission for trustees to manage personnel disputes. It is a safeguard for defined serious concerns.
Respecting staff means more than thanking them.
It means never using governance status to rearrange their workday.
Footnotes
[1] Miriam Carver and Bill Charney, The Board Member’s Playbook (Jossey-Bass, 2004), rehearsal 4.5, pages 122–125.
[2] Govern for Impact, “Policy Governance Source Document,” principles on Board Holism and Delegation to Management.
Additional reading
John Carver’s Boards That Make a Difference gives the complete accountability design behind the rule.
Peter Greer, David Weekley, and Tiger Dawson’s The Board and the CEO helps make the boundary relational as well as structural.