Welcome to The Nonlinear Library, where we use Text-to-Speech software to convert the best writing from the Rationalist and EA communities into audio. This is: Nonprofit Boards are Weird, published by HoldenKarnofsky on June 23, 2022 on LessWrong.
Note: anything in this post that you think is me subtweeting your organization is actually about, like, at least 3 organizations. (I'm currently on 4 boards in addition to Open Philanthropy's; I've served on a bunch of other boards in the past; and more than half of my takes on boards are not based on any of this, but rather on my interactions with boards I'm not on via the many grants made by Open Philanthropy.)
Writing about ideal governance reminded me of how weird my experiences with nonprofit boards (as in "board of directors" - the set of people who formally control a nonprofit) have been.
I thought that was a pretty good intro. The rest of this piece will:
Try to articulate what's so weird about nonprofit boards, fundamentally. I think a lot of it is the combination of great power, unclear responsibility, and ~zero accountability; additionally, I haven't been able to find much in the way of clear, widely accepted statements of what makes a good board member.
Give my own thoughts on what makes a good board member: which core duties they should be trying to do really well, the importance of "staying out of the way" on other things, and some potentially helpful practices.
I am experienced with nonprofit boards but not with for-profit boards. I'm guessing that roughly half the things I say below will apply to for-profit boards, and that for-profit boards are roughly half as weird overall (so still quite weird), but I haven't put much effort into disentangling these things; I'm writing about what I've seen.
I can't really give real-life examples here (for reasons I think will be pretty clear) so this is just going to be me opining in the abstract.
Why nonprofit boards are weird
Here's how a nonprofit board works:
There are usually 3-10 people on the board (though sometimes much more). Most of them don't work for the nonprofit (they have other jobs).
They meet every few months. Nonprofit employees (especially the CEO1) do a lot of the agenda-setting for the meeting. Employees present general updates and ask for the board's approval on various things the board needs to approve, such as the budget.
A majority vote of the directors can do anything: fire the CEO, dissolve the nonprofit, add and remove directors, etc. You can think of the board as the "owner" of the nonprofit - formally, it has final say in every decision.
In practice, though, the board rarely votes except on matters that feel fairly "rubber-stamp," and the board's presence doesn't tend to be felt day-to-day at a nonprofit. The CEO leads the decision-making. Occasionally, someone has a thought like "Wait, who does the CEO report to? Oh, the board of directors ... who's on the board again? I don't know if I've ever really spoken with any of those people."
In my experience, it's common for the whole thing to feel extremely weird. (This doesn't necessarily mean there's a better way to do it - footnote has more on what I mean by "weird."2)
Board members often know almost nothing about the organization they have complete power over.
Board meetings rarely feel like a good use of time.
When board members are energetically asking questions and making demands, it usually feels like they're causing chaos and wasting everyone's time and energy.
On the rare occasions when it seems like the board should do something (like replacing the CEO, or providing an independent check on some important decision), the board often seems checked out and it's unclear how they would even come to be aware of the situation.
Everyone constantly seems confused about what the board is and how it can and can't be useful. Employees, and others who interact with the nonprofit, have lots of exchanges like "I'm worried about X ... maybe we should ask the b...