Here, The Elbow offers a range of random insights into board packs and the chunks of information we have to plough through at this time of year. Here goes:
It’s the beginning of term. The governance folder is already filling up. There are 23 items on the first Board agenda of the year. The inbox contains no fewer than seven “important updates” that have arrived since the summer break. And someone has helpfully forwarded a 147-page consultation document with the subject line: “FYI – might be relevant?”
Oh, what to do next…? Please therefore find The Elbow’s Guide for Boards Who Prefer the Shrubbery to the Full on Forest.
Let’s start at the beginning.
The Clerk’s Elbow has a confession: she may have contributed to the problem of information overload. You see, the Elbow is very fond of information.
She likes a report. She likes guidance. She likes a framework (oh yes indeed). She likes a useful little toolkit with a reassuringly comprehensive contents page (life saver tbh). And if a professional body publishes a 97-page report on something even vaguely connected to governance, there is a part of the Elbow’s brain that immediately thinks: “Ooh. We should probably read that.”
This is how it happens.
One report becomes three. Three become seven. Seven become a folder. The folder becomes a spreadsheet. The spreadsheet acquires colour coding. And before anyone knows what has happened, there’s a “useful external guidance” section containing 42 background documents.
Now, 42 is, of course, the answer to life, the universe and everything (keep up at the back). But 42 is emphatically not the answer to how many external reports, guidance documents and briefings a Board needs to have on its reading list.
At which point the Elbow has to ask herself: Has she been helping the Board to see the wood for the trees, or has she simply planted more trees?
The problem isn’t a lack of information—there’s no shortage of advice, guidance, briefings, frameworks, toolkits, reviews, consultations, discussion papers, research reports, model policies, checklists and “lessons learned.” There are also an astonishing number of documents which appear to have been produced by taking a perfectly reasonable three-page point and then giving it a 68-page supporting methodology. Yikes indeed. Governance documentation should not be a job creation scheme as we are all far, far, and away far too busy for that.
The Board Doesn’t Need Everything
This seems obvious but is surprisingly difficult to act upon.
- The fact that something is relevant to the sector doesn’t necessarily mean it’s relevant to the Board.
- The fact that it’s published by a respected organisation doesn’t necessarily mean the Board needs to read it.
- And the fact that there are 42 of them does not, despite the obvious cosmological significance of the number, mean that governance has somehow achieved enlightenment.
The useful question isn’t “Is this relevant?” Because almost everything can be made relevant if one tries hard enough.
The better question is: “What, if anything, does this mean for this Board?” That requires a little more work. It also requires someone to resist the very human urge to forward the document to everyone “just in case”. Guilty as charged. New year resolution in place.
Five Questions
Before putting another report in front of the Board, the Elbow suggests asking five questions.
She accepts that suggesting questions is considerably easier than answering them, but nevertheless.
1. Why does this matter to us?
Not “Why might this be vaguely relevant to our sector?” But: “Why does this matter to this organisation, at this point in time?”
- Is it connected to the strategy? Hint: key question.
- The risk profile?
- A regulatory responsibility?
- Something currently changing?
- Something the Board has previously asked about?
- Something that has emerged from an incident, review or assurance activity?
If the answer requires a paragraph beginning “Well, you never know…” then the Elbow would suggest pausing.
2. What does the Board actually need to know?
Does the Board need to know that the report exists, what its main findings are, what it means for the organisation, whether other organisations are doing something differently, whether there is a potential gap in current arrangements, or whether something may need to come back to the Board for decision?
These are not the same thing.
“Here is a report” is not, in itself, a governance purpose.
3. What do we want the Board to do with it?
This is possibly the Elbow’s favourite question.
What do we want them to do with this information?
- If the answer is: “Nothing really. It just seemed like something they should be aware of,” then perhaps a paragraph in a regular report is sufficient.
- If the answer is: “We want the Board to challenge whether our approach remains appropriate,” that is a very different kettle of so long and thanks for all the fish.
- If the answer is: “We think this could require a change to policy or strategy,” that is different again.
The treatment should follow the purpose otherwise, the Board is effectively being handed a report and told: “There may be something interesting in here.” The clerk’s role is to provide you with the signposts to which bits you really need to be aware of.
4. Is this actually new?
A new report may say almost exactly what the last three reports said. A new framework may give an old expectation a new name. A new piece of guidance may simply reinforce something the organisation has been doing for years which is a relief one may suppose.
That doesn’t mean it is irrelevant but it does mean someone should ask: “What has actually changed?” If the answer is “not much”, perhaps the Board doesn’t need to rediscover the same lesson every six months in a slightly different shade of PDF. Thankfully the DfE are now including a ‘what’s changed’ section in their key documentation. Reading this is not the end in itself but a place to start. The opening gambit if you will.
5. Is this actually the Board’s job?
Boards need enough information to discharge their responsibilities properly. They do not need to become the school’s research department. Nor should Board members be expected to read everything that has ever been published about their sector simply because somebody has helpfully put a hyperlink in a spreadsheet.
Sometimes the correct governance response to a lengthy report is: “Management has reviewed this and identified no material implications for the Board at this stage.” That isn’t ignoring the report. It is filtering information appropriately.
Someone has done the job of working out whether it matters. That someone may even have been the Elbow. She tries not to let this go to impact on her actual elbow too much.
The One-Page Test
Before circulating an 80-page report, the Elbow would like to suggest an experiment. Try reducing the governance relevance to one page. Answer these six questions:
- What is it?
- Why does it matter to us?
- What has changed?
- What does it tell us that we didn’t already know?
- What, if anything, should the Board do?
- Where can anyone who wants to know more find the original?
If that one page can’t be produced, the Elbow would hesitate before sending the 80 pages.
AI — Useful, But Don’t Let the Shiny Robot Become the Clerk
The Elbow has been trying to resist writing an article about governance information without mentioning AI. She has failed.
She is a firm believer that this is an area where AI could be genuinely useful — particularly for the first sift. Although she is increasingly aware of the environmental impact of data centres. A conundrum indeed.
Give an AI tool a publicly available report and ask it to identify:
- the main findings;
- recommendations;
- references to governance and Board responsibilities;
- anything that has changed from previous guidance;
- potential implications for the organisation;
- questions a Board might reasonably ask;
- areas requiring further review.
That is potentially much more useful than simply asking: “Please summarise this 97-page report.” Because a summary tells you what the document says. The more useful question is: “What might matter here, and what should a governance professional investigate further?”
That said, the Elbow would like to put down three fairly large governance guardrails.
- First: don’t outsource the judgement
- Second: don’t put confidential information into the shiny robot
- Third: check the source — AI can be wonderfully confident. This is not the same as being wonderfully correct. The Elbow likes to point out to her favourite AI tool that it is a bit out of date. Lovely how an inanimate ‘thing’ can be humble. Ha ha ha.
If AI identifies a recommendation, regulatory requirement or significant conclusion, go back to the original document.
And finally
Perhaps the Clerk’s job isn’t to be the person who finds everything. It’s to help the Board work out what matters.
The Elbow wonders whether perhaps the real test of good governance isn’t whether the Clerk can find every relevant document. It’s whether they can help the Board distinguish between information it needs to act on, information it needs to understand, and information it simply doesn’t need to read.
Good governance is not about consuming the maximum possible quantity of information. It’s about having the right information, at the right time, in the right form, to support good questions and good decisions.
In other words, perhaps the governance professional’s job isn’t to give the Board more trees. It’s to point out where the wood is and which bits of the shrubbery matter.
And, when necessary, The Elbow promises that she will quietly remove the trees she planted by writing this blog without digging herself a large compliance shaped hole in the process.
Mind those secateurs!