Board management decision-making is one of the most complex, critical processes of governance. Boards must make decisions regarding the kind of risk that they will take on, and the level of expertise needed to manage it. They must also decide the best way to communicate with one another and decide how they will make their decisions.

Effective boards steer clear of binary decisions and devote a significant amount of time to the multiplicity of options and challenging assumptions. They also ensure that their decisions are recorded in a way that allows them to examine and assess the effectiveness of their decisions.

Leigh Weiss: For high-consequence or what I refer to as black elephant decisions, the most crucial aspect is to involve many different people in the framing of the ultimate binary decision and in the discussion that surrounds it. Weiss is referring to bringing in experts to help the my link board better understand the ramifications and complexity of the decisions. The board is required to participate in the debate rather than just letting management make an announcement and then vote on it.

To ensure that the right person is deciding, it is helpful to establish a chart that identifies which committees, executive directors and/or the board as a whole should make specific decisions. This is particularly useful when the board is weighing a decision that could have significant implications for the future of the organization. Boards must also decide on the voting procedure to choose (supermajority or simple majority, or unanimous) for specific decisions.