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Ethics Q&A: Trustees
September 2002

Q:
Two years ago I was appointed a trustee of a small independent museum. Before I took up the appointment I was very much looking forward to bringing my particular skills to the board to promote the museum and its work.

However, I have been disappointed by the way the board operates. Meetings are unstructured and inconclusive. We spend most of our time discussing trivia unrelated to the key issues of our purpose, business plan and development.

The museum was founded around the personal collection of the chair of the trust. He dominates the board and keeps us away from decision-making. Without him there would be no museum. His passion and entrepreneurial abilities have brought great success.

However, that success can only be sustained if we develop modern facilities. I feel that in the best interests of the trust, the museum and the public we need a more sophisticated approach to leadership and a fully engaged, committed board.

If the chair doesn't leave, I will. And I am sure that I will eventually be followed by our paid curator and other trustees who share my frustrations at the situation. Is it ethical to meet my colleagues without the chair present and discuss how we can achieve the museums objectives in a future without him?

A:
Museums and galleries must adopt a consensual, forward-looking approach to their management and governance not least because they must plan for a future that extends beyond the lifetime of any one colleague.

Unless the trustees play a meaningful part in decision-making it will be difficult to retain or to attract the effective trustees that all boards need. Many museums are founded around the personal collections of one individual, who often becomes the chair. It may be the case that the only way forward for organisations that are driven by the agenda of one individual rather than a corporate agenda is for that individual to leave.

However, planning a "coup" or holding closed meetings from which the chair and/or others are excluded will lead to mutual antagonism and unpleasant confrontations. This will damage the morale of board members, the museum's public image and eventually the museum itself. If you feel that the board has become dysfunctional, at its next meeting you should propose an agenda item for the meeting after that. That item should be a discussion of the need to carry out a governance review.

A recommendation emerging from such a review might be to develop mechanisms for better governance, such as a programme of trustee training and development, or setting new terms of office.

Another recommendation might be that the board needs a new chair. If this is the case, perhaps you could propose a new position of, say, honorary president, with the recommendation that the founder occupies that role.

This would give him status, the recognition he deserves and continued involvement, but without decision-making authority. If it is in the interests of the museum that the founder relinquishes the chair, he should be given the opportunity to step down with dignity while continuing to maintain a stake in the future of the museum.

Ethics Code: 2.10, 7.1




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