Every NGO goes through a period of questioning its governance model and reviewing options. The same questions regularly appear:
- How do we implement a strategy that is both forward thinking and yet keeps our existing stakeholders comfortable?
- What board structure is best to enable us to deliver our strategy?
- Can the organisation be captured or has it already been captured and we just can’t see it?
When an NGO operates national infrastructure such as a Top Level Domain or Internet Exchange Point then there are also questions such as
- Does there need to be a formal relationship with government and regulators?
- Does the NGO need to be representative of the public and has it achieved that?
Raising these questions can turn into conflict between those who think change is needed and those who think the lessons of the past are being forgotten. Even where the conflict is minor, the discussion can get stuck in the weeds with a focus on the board composition rather than the big picture
- Do elected members hold back progress?
- Do appointees ignore stakeholder concerns?
- What is the best balance?
- What stakeholder constituencies should they be drawn from?
- Is every vote equal?
- What about term limits?
- Should the board be representative and is the membership the right composition to enable this?
- How much control should the members have?
- What about a separate nominating committee?
- Does the voting system deliver diversity or conformance?
- How can the organisation be captured?
Unfortunately many attempts to resolve these get caught up in internal politics and only a small set of questions get addressed and often with a bias towards a particular result.
We can help by being a independent trusted experts and we will follow a open and formalised process to address the real concerns. The key to a successful outcome is the independent and full engagement of all sides, the recognition and recording of their interviews, and innovative proposals to break deadlocks.