Examines the roles of the board outside the Boardroom. Great for current and aspiring directors. Whether you are a new director or an existing one, understanding how to add value to the board outside the boardroom will make you more value than most directors.

1. 1
The role of the
board outside the
Boardroom

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Agenda…
1. Your role as a Director
2. What makes an effective board?
3. Oversight vs Supervisory Board?
4. Effective Board Characteristics
5. The Role of the Board outside the
Boardroom

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Qn: Roles of a Director…
Imagine you were appointed a NED on a
Not-For-Profit Board effective 2023.
Describe:
1. Your Primary Roles as a Board Member
2. Your memorable contribution (#1) to
Rays of Hope Hospice Jinja.…

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Where does your Board fall?

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An Effective Board has:-
1. A Board Scorecard. What is Rays of Hope
Hospice Jinja Board Scorecard?
2. A Board Risk Appetite. What’s the Board’s
articulation of risk Appetite to provide
effective oversight?
3. Code of Conduct of the Board of Directors.

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From ‘adhoc’ to transformative Board
@your co.
Improving
current
governance
practices
Refine Disrupt Transform
Inventing new
ways to lead,
initial impact
Broad change and
lasting Impact on
culture, people
WE ARE HERE
Effective Boards
Normal Boards

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Effective Boards hold Productive
Meetings focus on strategic Issues
High
Urgency/Low
Importance
High
Urgency/High
Importance
Low
Urgency/Low
Importance
Low
Urgency/High
Importance
Distraction
Low Value
Crisis
Strategic

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1. Hold management to account
2. Provide challenge
3. Monitor compliance to policies
4. Seekmonthlyassurance that strategy & performance are on track
1. Guide and shape the business
2. Help set strategy agenda & Business Model
3. Establish the company culture, values and ethics
4. Determine performance targets
5. Set Risk Appetite
Which kind is your Board?
Supervisory
role
Stewardship
role

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Backward looking
Focus on fiduciary duties
Forward looking
Emphasis on impact
Your board role outside of the board meeting
Responsible for advising CEO
Obtaining a mentor for CEO
Enabling the CEO to succeed
Active CEO mentoring program
1
Effective Boards mentor and support the CEO in executing the strategy, even outside the formal board meetings

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Backward looking
Focus on fiduciary duties
Forward looking
Emphasis on impact
Your board role outside of the board meeting
Narrows information gap setting for
effective and efficient meetings
1-on-1 conversations, no formality
No meeting pressure or appraisal
Develops trust-colleagues vs judges
3
Effective Boards interact with the CEO outside the formal board meetings to reduce surprise and manage expectations

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Backward looking
Focus on fiduciary duties
Forward looking
Emphasis on impact
Your board role outside of the board meeting
Tool for creating tactical synergy
Tool for fresh new perspectives
Setting expectations early
Assigning roles and responsibilities
5
Effective Boards engage and brainstorm informally to build consensus and influence, when they are not in board meetings

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Backward looking
Focus on fiduciary duties
Forward looking
Emphasis on impact
Your board role outside of the board meeting
Education thru conferences, speakers
Research, including on new trends
Serve on government commissions
Participating in industry engagements
7
Effective Boards engage in continuous self-improvement and education, to be the go-to people in their field of expertise

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 Boards are comprised of skilled, creative, smart people.
 The more deeply each board member’s personality and experience are
understood, the better and more fruitful the overall interaction with the board
 The design of experiences and interactions that encourage directors to fully
engage and productively contribute throughout their tenure with the
organization and with management, in and out of the boardroom, is vital.
 By influencing what happens between board meetings, whether through
regular, direct communication with board members or by encouraging other
interactions inside or outside the company, members have the opportunity to
curate and even co-create a better board experience.
 If positive and interconnected, this board experience can lead to better
decision-making and more strategic outcomes for an organisation
Takeaways

14. Thanks
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