By Laurie Larson
Source: June 2007 issue of Trustee Magazine

Health care governance expert James E. Orlikoff, president of Orlikoff & Associates, Chicago, talks with Trustee’s senior editor, Laurie Larson, about what he describes as today’s “Holy Grail of Good Governance”—creating a mechanism to define and evaluate the board chair’s role—in other words, a board chair job description.

“Remember, the chair serves the board, not the other way around,” Orlikoff reminds trustees. “A good job description is very useful across the spectrum of board chair work.”

Trustee: Why is a board chair job description so important?

Orlikoff: In the vast majority of boards, the relationship of the chair to the board is based on unspoken assumptions and individual projections. Good boards govern [through] policy, principles and process, not personality. You need a codified job description that outlines the chair’s responsibilities and his or her authority—and that authority should be limited. No individual should lead the board. There should be a clear delineation of roles and an evaluation mechanism. If not, you fall prey to being governed by personality.

Trustee: When is the right time for the board of trustees to create the chair job description?

Orlikoff: It’s best to create it at the beginning or end of the [current] chair’s term, before the next chair is selected … if you have a good chair, you can bring it up with him or her. The [least] ideal time is in a crisis. Board members should try to [have the chair job description] before they need it.

Trustee: How should the board create a chair job description?

Orlikoff: Generating a job description requires that the board has a discussion to tease out and formalize its philosophy of how it interacts with the chair. It’s very individual to each board, unique to its culture. If the board has a self-evaluation process, questions about leadership can be placed into that. Or, if board members talk about leadership succession planning, it can be discussed in that context.

The board should first discuss: “What is our approach to the chair relationship? Let’s look at all the different chairs we’ve had and what we liked and didn’t like about them. What is the ideal relationship with the chair?” That’s the explicit discussion that should be held at a retreat or a special meeting. The discussion becomes very energizing and will generate the job description. From this description, add in the board’s objectives relative to the strategies it is focusing on. These strategies will [then] clarify what the chair should be evaluated on.

Alternatively, the governance committee of the board could make it part of its work plan to come up with the board chair job description and, [from] that, create a chair evaluation. The committee could also make [this work] part of the term renewal process. This is particularly important if no term limits have been set for the chair.

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The American Hospital Association (AHA) recently awarded the AHA NOVA Award to six hospital-led programs that improve community health by extending help to low-income and uninsured children and adults, the chronically ill and racial and ethnic minorities. Center member Legacy Health System was one of the recipients of the AHA NOVA AWARD.

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TNTT was founded more than 20 years ago by trauma nurses who decided they needed to act proactively to prevent the injury and death of young people making high-risk decisions. The program successfully combines legislation, school education, court-ordered classes, family programs and community events, and has been replicated throughout the country.

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Practical Tools and Tactics
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James E. Orlikoff, President, Orlikoff & Associates, Inc., and Senior Consultant, Center for Healthcare Governance, Chicago, IL, and Jim Conway, Senior Vice President, Institute for Healthcare Improvement, Boston, MA

In this age of governance reform, health care boards are increasingly being held accountable not only for financial performance but for the patient's care and community benefit. Factors driving these heightened expectations include a dramatic increase in public awareness of quality and safety problems in hospitals, the age of transparency in which hospital performance data is widely reported, and other factors such as the rise of pay-for-performance programs. These expanded roles require a greater understanding of the elements of quality care and patient safety, the development of the board's quality literacy, and a clearer connection between the actions of leadership and organizational clinical excellence. Trustees are learning that it's not only the right thing to do—it's the pathway to competing successfully in the future. Yet, what is the specific role of a governing team that is not directly involved in the clinical side of the business? And what does it look like when it's being done well? The highly interactive session will address both the rationale for governance oversight of quality improvement and offer specific strategies and tools for improving governance performance and ultimately adding value to organizational success.

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