by Robert A. Scott
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Boards of trustees and presidents should focus on long-term and strategic issues related to the curriculum, demographics, technology, and funding. However, they often find that immediate concerns take up valuable time that could be spent on discussing important issues. Board members complain that there is too much “show and tell” and that they are not engaged intellectually in effective governance.
The board’s responsibilities include considering, approving, and monitoring the alignment of mission and values, goals, strategies, alternative and flexible courses of action, allocation of resources, rewards, and results. For example, the board would discuss the alignment of mission and graduation rates, the mission statement and faculty rewards.
The most effective boards act as strategic thinkers, vision setters. They chart the values that guide choices; they encourage collaborative thinking. They are a source not only of funding but also intellectual, reputational, political, and social capital. They influence the culture to be one of aspiration and transparency; they assess assumptions as well as goals and strategies. They are a partner to the president; they think of what they are doing and why they are doing it. They ask, “What if? What about? Could it happen here? What can we learn from this?”
However, they cannot fulfill their governance duties if their time is so taken up with ‘the routine’ that there is no time for ‘the important.’
At every board meeting, at least a few items do not need much, if any, discussion or debate because they are routine procedures. A consent agenda allows the board to approve all these items together, without discussion or individual motions, to free up time for more substantive items.
Typical consent agenda items are routine, procedural decisions, and unlikely to be controversial. These items include approval of minutes; final approval of proposals or reports that the board has been dealing with for some time and all members are familiar with the implications; routine matters such as appointments to committees; staff appointments requiring board confirmation; reports provided for information only; and correspondence requiring no action. To use a consent agenda, the board should first adopt a resolution allowing for the consent agenda process.
A consent agenda can work only if the reports and other matters for the meeting agenda are known in advance and distributed with the agenda package in sufficient time to be read by all members prior to the meeting. A typical procedure is as follows:
- When preparing the meeting agenda, the chairperson and president determine whether an item could be on the consent agenda.
- The chairperson or president prepares a numbered list of the consent items as part of, or as an attachment to, the meeting agenda.
- The list and supporting documents are included in the board’s agenda package.
- At the beginning of the meeting, the chairperson asks members which items they wish to be removed from the consent agenda and discussed individually.
- If any member requests that an item be removed from the consent agenda for any reason, it must be removed. A member may wish, for example, to discuss the item or to register a vote against the item.
- Once an item has been removed from the agenda, the chairperson can decide whether to take up the matter immediately or place it on the regular meeting agenda.
- When there are no more items to be removed, the chairperson or secretary reads out the numbers of the remaining consent items. Then the chairperson states: “If there are no objections, these items will be adopted.” After pausing for any objections, the chair states “As there are no objections, these items are adopted.”
- When preparing the minutes, the secretary includes the full text of the resolutions, reports or recommendations that were adopted as part of the consent agenda.
Preparations for meetings can be enhanced by a conference call with board officers, committee chairs, the president, and the board administrator several weeks before the meeting date. During this call, the group can discuss the topics and the background material needed for a robust and helpful deliberation of items for decision and discussion. Then, the vice presidents prepare committee agenda items according to a standard format. After the president reviews and finalizes the agendas for the committees and full board, the board administrator should prepare the agenda books, post the materials on the board portal, and prepare the materials for mailing.
It is essential to have the right information, well organized, easy to read, and as complete as possible for the board to have a thorough discussion before an action is taken at the meeting or prepared for action at the next meeting. The goal is to have a culture of discussion and participation. It is often important to have a full discussion of the proposed action, alternatives, and implications at one meeting and then put the items on the agenda for decision at the next meeting.
Higher education governance is challenging enough as it is, without taking precious time for routine items. By adopting the consent agenda process, boards and presidents can devote more attention to truly critical issues. They can ensure that immediate concerns do not take time away from important challenges.