Creating a Consent Agenda

Recently we surveyed our clients to learn about their boards’ best practices. We focused on organizations that had transitioned from being operational to more strategic and generative. We wanted to know what practices helped these boards successfully evolve their leadership. The use of a consent agenda was the number one practice that organizations reported.

What it is

According to the National Council of Nonprofits, “A consent agenda groups the routine, procedural, informational, and self-explanatory non-controversial items typically found in an agenda. These items are then presented to the board in a single motion for an up or down vote after allowing anyone to request that a specific item be moved to the full agenda for individual attention.”

Items typically grouped into a consent agenda include approval of meeting minutes, financials, the executive director’s report, committee reports, personnel appointments, contracts and proposals, future meeting dates, items requiring no action, and items previously discussed.

Although the consent agenda is a board’s most beloved tool, it’s also the most complicated to implement because it requires all members to spend time preparing for meetings. However, based on one of the board’s primary promises—duty of care—members are responsible for reading the consent agenda before convening; if they haven’t, they must excuse themselves from a vote on any related issues.

How to do it

To begin the process of transitioning to a consent agenda, find someone on the board who realizes its value and is an advocate for engaging in more strategic conversations. For example, the executive director of a local homeless shelter reported spending 30 minutes of a recent board meeting discussing where the agency bought milk for the shelter. She realized that this was time wasted when 15 bright minds were gathered in one room and was motivated to elevate the board conversation from operational to strategic.

The consent agenda ambassador can begin the process by making a motion to adopt this practice; the motion must be approved by the full board. Once approved, the board chair takes the lead using the below approach.

  • Outline what items will be included in the consent agenda and receive consensus and approval.
  • Distribute the consent agenda to board members as part of the full board agenda and include any relevant documents such as reports and supporting data.
  • Allow plenty of time—at least five business days—for board members to review the full agenda and supplementary materials.
  • At the beginning of the meeting, provide members an opportunity to move any items from the consent agenda to the full agenda for further discussion or voting.
  • Read aloud the remaining items from the consent agenda and, barring any objections, announce that the items on the consent agenda have been adopted.
  • For those items moved from the consent portion of the agenda, decide at what time during the meeting these items will be discussed.
  • Meeting minutes include a full description of each of the separate items that were adopted as part of the consent agenda.

It takes time for a board to learn and change its culture. With a motivated member influencing peers to spend their limited time together on more strategic conversations, change can begin. Once other board members experience the efficiency of a consent agenda, they will become advocates, too.

For more information about creating a consent agenda, check out the complete webinar, The Context of Innovative Board Leadership. If your board requires outside support, we can help. Contact us today to learn more.

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