Q:

“I recently returned from a five-month medical leave due to burnout. I’ve been in my CEO role for 16 years, and this was my first leave of any kind. My board was very supportive throughout. But shortly after I returned, the results of a board self-effectiveness survey were shared in a board package. One comment stood out to me: ‘There needs to be a discussion if the CEO has been on multiple medical leaves, whether they can actually perform the role.’

There are a few issues here. It wasn’t multiple leaves, it was one. That’s not what a board self-assessment is for. And documenting something like that about an employee raises serious legal and ethical concerns.

To their credit, the Chair recognized this was really inappropriate and addressed it directly with the board. But the experience has stuck with me and it made me question the board’s understanding of their role as an employer. I’m finding that the only board members who are truly helpful are those who have been CEOs (or equivalent). Others tend to view me through an employee lens that doesn’t translate well to governing a CEO. I now believe that Board Directors who have never reported to a board themselves should not be on a governance board, overseeing a CEO. Would you agree?”

A:

I’ll be honest and say that I’m not really sure where to start here. First, yikes. Second, clean your data! Third . . . if your CEO goes on leave because of burnout, it should raise questions about the sustainability of the role itself, not the competence of the person in it.

I’m sorry that you had this awful experience, and I’m really glad to hear your board chair handled it well. You probably don’t need to hear it from me, but I hope you don’t let this comment get to you on a personal level. I have found that there is a subset of board directors that come to the table with the preconceived notion that nonprofit staff are inherently incompetent. We’ve all met the ‘if-you-were-good-at-management-you’d-have-a-real-job-in-corporate’ types, but there is a quieter version of this mindset out there as well, and for some reason, I often find it expressed from folks with nonprofit sector experience. These are the ‘I’m-good-at-my-job-but-everyone-else-in-the-sector-sucks’ types. 

So when you say that the only people who should serve on boards are those with executive experience, I have to disagree. It’s not that executive experience isn’t valuable; it absolutely can be. But I’ve seen enough to know that having CEO experience doesn’t automatically make someone a good board director. I’ve also seen the opposite: thoughtful, engaged directors without executive experience who show up, learn, and govern well.

The issue isn’t what experience directors may or may not have, it’s how the board is set up to support them. And I believe that pretty much anyone can serve on a board effectively if they are provided with the right training, infrastructure and support. 

So for me the real question is: what kind of training, infrastructure and support will enable board directors to effectively ‘oversee’ a CEO or ED as their employer? Here are a few places where I think many organizations could strengthen their approach:

• HR policies: If you have staff, you need clear, legally compliant HR policies, with clarity on how they apply (or don’t apply) to the CEO or ED. There should be no ambiguity about expectations, protections, or processes. And the board should have a committee delegated for managing executive HR matters.
• Legal awareness: Boards don’t need to be legal experts, but they do need to know the basics, and know when they’re out of their depth. That means access to training on employment standards, governance responsibilities, and other relevant areas, along with a budget to seek professional advice when needed.
• Executive performance management process: Most board/executive issues come back to this. You need clear, structured approaches to hiring and succession planning, establishing roles and expectations, and supporting and monitoring performance. Without it, concerns get raised in the wrong places, at the wrong times, in the wrong ways. If you’re not sure where to start with this, check out my free online board training, Executive Performance Management for Small Nonprofits or start using the Nonprofit Executive Performance Management Hub in your organization.
• Code of Conduct policy: Generic codes don’t cut it. Be explicit about what respectful, appropriate, values-aligned behaviour looks like, especially in interactions with the CEO. Name what’s unacceptable. And make sure there are clear accountability mechanisms if a director crosses the line.
• Bonus - board evaluation: Because of the nature of this particular story, I’m including this on my list. If you’re using board self-assessments, be thoughtful about how. Anonymous surveys often surface unfiltered opinions (including harmful ones!) without accountability. In most cases, I recommend non-anonymous approaches that encourage direct, responsible dialogue.

We can’t guarantee that no board director will ever think to themselves, ‘There needs to be a discussion if the CEO has been on multiple medical leaves, whether they can actually perform the role.’ But we can imagine that in a scenario where all board directors have access to legal education on job protected leaves, that this thought might remain just that - a thought, rather than an inappropriate, harmful comment.

Or if the board self-evaluation was not anonymous, that the individual might give a little more care to articulating that particular thought. Maybe if there were formal avenues for addressing executive performance, perhaps that concern would not have arisen, or could have been channeled in a more constructive way. Or if the director had a better understanding of the board’s own accountability for the CEO’s success, they might have instead considered saying ‘There needs to be a discussion if the CEO has been on multiple medical leaves, whether there is a problem with the role.’ 

Or maybe none of those things would have happened, and maybe you just end up with an insensitive jerk on the board who thinks that employment protections are just ‘red tape’ and burnout is a personal failing. In which case, the rest of the board would be in a position to hold that director accountable, leveraging the clear code of conduct to reduce organizational risk and reduce harm to the CEO.

Big Takeaways

• Executive burnout is a governance signal, not a personal failure. If a CEO or ED is overwhelmed, the board should be examining the role, expectations, and support - not questioning the individual!
• The board is the employer (so act like it). That means understanding legal obligations, using appropriate channels for performance concerns, and taking responsibility for the CEO or ED’s success.
• Effective governance comes from supported board directors. With the right training, infrastructure, and support, almost anyone can govern well. Without it, even experienced individuals can get it wrong.