Board Paper Writing – Writing Better Board Papers
Clear Concise and relevant papers for making defensible decisions.
A board can control the information it receives. If there was an information overload, it could have been prevented. If there was a huge amount of information, then more time may need to be taken to read and understand it.
Justice Middleton in the Centro judgment (ASIC v Healy (2011) FCA 717)
The path to better board papers
Directors have a duty to keep themselves informed about the matters put before them for decision. This duty cannot be complied with unless directors have the relevant material upon which to base their decisions. Board papers are a key source of information for board members, but are also a source of concern for many boards.
Executives and managers responsible for writing board papers will remain unaware of these issues, if directors do not provide guidance on what is expected in terms of the format, content, analysis and style of board papers. From our experience at Effective Governance, executives and managers may simply require standard templates setting out such things as the structure of the paper to focus the writer on the areas of importance for the board through to the development of policy and procedures to further clarify the board’s expectations for board papers, which we highly recommend.
Effective Governance’s training on board paper writing is also useful for managers, since writing for the board, especially non-executive directors, is not the same as writing a report for another manager.
What are directors looking for in board papers?
From a director’s perspective, the papers must:
- be written for the board, not management;
- not assume the board members all share the writer’s in-depth knowledge of a topic;
- be well written;
- be well structured;
- be properly presented in a standard format;
- contain the necessary amount of detail;
- focus on the benefits and outline the risks involved in a decision.
If time and effort is devoted to preparing any paper or report for the board, then it should have a real purpose. Board papers do have a real purpose, they are the means by which the board fulfils its oversight responsibilities and makes decisions that affect the organisation’s future direction.
Therefore, board paper writers should consider:
- What do we want to achieve by writing this paper?
- What do we want the board to do in response?
- What do directors need from my paper?
The challenge for board paper writers is not to provide more data or information—a temptation with electronic board packs—but to have better informed directors, which in turn makes for better boardroom deliberations and decisions. Thus, the writer’s focus should be on quality, not quantity.
Importantly, writers should recognise that there are three types of board papers they will be expected to provide:
- Papers for decision;
- Papers for discussion; and
- Papers for noting.
Further, using an appropriate level and style of language is a feature of effective business writing. Plain English is the preferred style for board papers. However, writing in plain English should not be confused with ‘dumbing down’.
How can Effective Governance help you produce great board papers?
Effective Governance can develop and facilitate a half-day workshop that provides practical guidance to those executives and managers responsible for preparing board papers, to meet expectations of the board and ensuring defensible decision making.
Executives and managers can be unaware of board requirements, unless the board and CEO provide guidance on their expectations for report format, focus, content and style. Helping executives and managers to understand what directors are expecting in a board paper or report, and how to deliver on that expectation, is a key outcome of our Effective Governance board paper writing workshop. An interactive workshop helps executives and managers develop their own suite of board paper formats for future use.
We can also develop a board paper policy and procedures to clarify the board’s expectations in relation to the board papers either as a standalone document or for inclusion in the board charter. The policy and procedures sets out the format, content requirements, paper writing and distribution time frames, etc.
Board effectiveness and decision making can be greatly enhanced by having a properly structured process that gives direction to management and assigns roles and responsibilities including how papers will be reviewed, timings for delivery, feedback and revisions where a paper does not meet the board’s criteria.