Excellence in Club Governance

Becoming effective governors of a private club tests many directors’ commitment to genuine servant leadership and their ability to put the needs of others ahead of their own. Seldom is this challenge more profound than at the committee level.

One key to enabling improved committee effectiveness is a thoughtful and objectives-driven charter. Following are five keys to writing a reliable committee charter.

1) Clearly state the committee’s purpose. Is the committee in service to the board of directors, or does it serve operational requirements while working through a member or members of the management team?

Current thinking for private club boards suggests that committees such as audit, finance, nominating, strategic planning, and disciplinary or traditions are in service to the board. Operating committees, such as sports or racquets, golf, food and beverage, or house, are in service to the club’s general manager, CEO or COO.

2) Establish committee objectives aligned with the club’s strategic plan. The strategic plan is the primary guidance for the board and its committees. The goals and objectives outlined in the plan should serve as the foundation for committee work.

The board president and general manager should meet with committee chairs annually to confirm committee charters and objectives. This ensures that the board’s committees are aligned with the board’s strategic goals and guides committees regarding actions they should avoid.

Examples of committee objectives aligned with strategic goals are shown below:

3) Confirm the committee’s reporting requirements. Sometimes club committees lose their way. Often the distractions are tied to the club’s internal politics. In addition, new committee members may choose to disregard or not familiarize themselves with the club’s existing strategic plan, intentionally or inadvertently setting a new direction that is disconnected from the strategic plan. In some cases, committee members have not received adequate guidance from the board.

Normal committee reporting is executed in writing and submitted to the board within a consent agenda that enables the board to govern efficiently. (Note that a consent agenda is intended to increase efficiency and not diminish board discussion.) Committee reports orally submitted at board meetings are often a waste of time.

4) Confirm the term of the committee members’ service on the committee. Establish the term of service for the committee independent of names and personalities. It should be a one- to three-year term and not be left open-ended.

5) State the committee’s authority. Most club committees advise the board and are not authorized to bind the club to financial obligations, such as using unauthorized purchase orders or entering service engagements.

Do not be overly prescriptive while bringing clarity to a committee’s authority and limitations. Most committee members want to do an excellent job for the club and benefit from clearly stated guidance.

Committee charters are important to sound and trustworthy governance. They demand careful and purposeful thought and planning. Keeping these five steps in mind when writing your club’s charter will clarify committee members’ roles and help them serve the board and club effectively. BR

Henry DeLozier is a partner at GGA Partners. He can be reached at [email protected]