Advice needed re well-meaning but less than competent board

[scaryclown]

I just wondered if anyone had any advice. I'm working in a business, but its more like a community project. It was my baby but i struggled to find people with integrity to sit on the board.

Now i have people who are ok, but keep voting on easy option people..ie almost anyone who says they are available, which is ok ..sortof..because we are cove re ed legally..but they are completely incompetent when it comes to money, action, or planning, yet theoretically they have control and influence on all of these.

We are liaising soon with a commercially led arts project. I am by far the most experienced in this, having run experiential arts projects, conferences, arts council events etc, and so i arranged to meet the head of that project.

The rest of the board heard, and sort of like a bad football team all following the ball arpund, they all want to come to the meeting en masse. The trouble is, I have been in meeting with them abiut similar idea-led projects and they can be extremely damaging, mostly by talking down fabulous ideas that have real impact down into the sort of church fete ideas that are to me depressing and disheartening, but to the publics we seek to attract, seem dowdy amd embarrassing. For an evemt last year aimed at hipster types, they were all proud and insistent on a badly photoshopped flyer that looked like a school project..not in a good way.

I am the most marketing-y person but instead of being listened to i'm getting outvotted.. and yet some of the things arent really 'votable' things..they are professionally sensible decisions..

Has anyone got any suggestions on where to start with this?

[prh47bridge]

What is the legal structure of this business? Is it a limited company or something else?

[Insidevoice]

The board should never be so involved in the day to day running of a business/project that they are able to design flyers and attend meetings You need to stop this madness, I'd suggest everyone does some training around the roles and responsibilities of the board and then you sit down together and come up with a very clear 'job' description for them - they are supposed to be there to hold the project to account, not to run it themselves.

[maisiejones]

Oh God. Sounds like the charity I work for. No suggestions I'm afraid - just huge sympathies.

[prh47bridge]

I agree that the board should not be involved in this level of detail.

If you set this up as a limited company where you hold all the share capital you can simply get rid of any board members you aren't happy with. Call an AGM (or an EGM if the AGM is too far away) and vote them off the board. Only shareholders can vote. Note that any of them that are employed by the business will continue to be employed, they just won't be on the board any more.

If it is a company limited by guarantee you need to check who the members are according to the Articles of Association. The members can vote the board off at an AGM or an EGM. If you are the only member you have all the power.

If this is an unincorporated body you may have more difficulty. It depends on what the constitution (or any other governing document you have) says about how the board is appointed.

If you would like to come back and tell us the legal structure of the business you may get some more detailed advice.

[EBearhug]

Can you say you're going ahead with this meeting as originally planned, but you can present to the board when you've got a shortlist of ideas and it will be a better use of their time that way?

And meanwhile, the ideas about training are good.