“Boards speak with one voice” is a maxim of good governance. It is a primary principle of John Carver’s Policy Governance® model and is widely embraced by other governance experts as well. It means that authority is vested in the governing board’s decisions, not in the governing board’s individual members.

That seems simple and straightforward. However, I have recently been reminded of the nuances and complexity of the “boards speak with one voice” principle as it is applied to public bodies.

In a conversation with a fellow Michigan State University alum, “the board should speak with one voice” was raised regarding the MSU Board of Trustees. He was referring, of course, to its never-ending struggle to resolve internal conflicts over whether or not to disclose documents related to Larry Nassar investigations and litigation. Sometimes governing boards must reconcile conflicting values, like determining a course of action that best serves its fiduciary duty while being transparent and responsive to the public. While news stories report that the board’s position is to continue to support non-disclosure, there has consistently been a vocal minority of trustees who have been very public with their belief that documents should be made public.

The news media has also recently reported a controversy over a Michigan local school board member’s public criticism of the district’s superintendent as being a violation of the district’s official “board speaks with one voice” policy.

I can make a persuasive case that boards speaking with one voice produce clarity as to their positions as well as their expectations regarding internal operational matters, contributing to organization efficiency and effectiveness. Boards that speak with one voice also preclude the more outspoken or assertive board members from enjoying undue influence and power. As a former CEO of an organization with a large governing board, I appreciated not having to reconcile competing expectations and whims of multiple board members. I had one boss—the board.

However, I have seen multiple examples of public entity governing boards interpreting “boards speak with one voice” as a cudgel to stifle public expression of minority board member views. The appearance of a united board can help build public support for a board decision, but does preventing the acknowledgment of dissent serve the best interest of the board and the public entity, or its majority members? Does compelling silence on dissenting views serve the public interest? Is it fair that the board’s dissenters be held accountable by the public for decisions to which they disagreed but were nonetheless decided by other board members through majority rule?

If there is a divide among board members that was only resolved by majority rule, the public’s right to understand the facts, assumptions and values embodied in public policy is poorly served if only the prevailing majority’s views can be expressed publicly. It is equally troubling if individual board members are precluded from offering any individual perspectives on matters of public interest unless they are endorsed or ratified by the board majority. Restricting minority views would seem to be a free speech issue as well; show me some authority that says people surrender their first amendment rights when they are elected to a public office.

On matters of public policy, I reconcile the potentially three conflicting principles of (1) boards speak with one voice, (2) transparency and (3) public official accountability, by adding a qualifier to boards speaking with one voice—that the board’s decision was reached by a consensus process.

Consensus does not mean unanimity, but that the decision is something that all of the deciders can live with. Instead of ratifying a decision as soon as a board majority coalesces, the board continues to refine its tentative motion with modifications to which the majority can agree and that assuage to an acceptable degree the minority’s concerns. The final consensus decision may not be perfect to anyone but is nonetheless satisfactory to all. However, the majority’s concessions to the minority come with a quid quo pro—that in exchange for the changes the majority made to satisfy the minority, the minority agrees to support the decision—in other words, they will abide by the “board speaks with one voice” principle on a matter that in the end everyone voted for.

There are other challenges to the principle that boards speak with one voice when boards evaluate their CEOs, but I will save that topic for another blog, another day.

Thanks for reading!

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