81. Board Mandate (definition)
NOTE: if you’re new to Ground-Up Governance, or are finding anything a bit strange or confusing, you might want to START HERE.
Most people want to have as little doubt as possible about what their job is and how to do it well. Well, directors are in luck, because a board mandate is a document that exists specifically to make it clear what the point of a board is and how directors can help to make the board good. It’s not a detailed instruction manual as much as a useful summary. Creating a nicely crafted board mandate is one of those things that is simple and difficult.
For reference, Ground-Up Governance now has approximately 29,000 words in the definitions alone (this definition is on page 59 and 60 of the Word document where Ground-Up Governance lives), and we could basically go on forever without completely explaining all of the words that matter to corporate governance. So picture yourself trying to make a document – let’s say 5ish pages long – that explains what it means for this board of this corporation to do its job well. It’s hard!
A good first step might be to think about what things would help *you* most if you were a director of, just for the sake of argument, Reallie Steilish. Here are some examples of things you might include:
A statement describing the purpose of the board. Something like “the Reallie Steilish board exists to make decisions that take into consideration the interests of all the individuals and groups that might be affected by the corporation’s actions. And also to love Billie Eilish and look funky.”
Maybe also some reminders that the board is accountable for the good and bad stuff that happens as a result of their decisions.
Some basic info like how often the board meets, and some of the major types of decisions the board will be responsible for (e.g. strategy, hiring the CEO, compensating the CEO, training the Reallie StAIlish LLM, etc.)
The overall roles of board committees, especially ones that are a bit specialized like the Tarantula Handling Committee or the Hat Funkiness Appreciation Committee
Some general stuff reminding the board that it’s allowed to do stuff like hire consultants, compensate itself, start Ultimate Frisbee teams, eat cookies, or anything else, really.
One of the nice things about a board mandate is that the board can just change it whenever it likes, just to make sure that it’s good and relevant. Maybe even a bit funny and inspiring, too!