The Room Where It Happens
Making a decision on your own is easy enough: you’ve got a 100% majority; and you’re only accountable to yourself.
If even one other person is involved, then something else emerges blinking into the light… governance.
We don’t call it governance at this scale of course. But it is.
Whenever there are decisions to be made, we need to find a way for everyone involved to be able to articulate their needs and ideas, exercise their rights and obligations, negotiate and mediate their differences.
That’s what governance is, isn’t it? The system, the mechanism, the process of making collective decisions.
The collective part really just expresses the context that has brought people together to make decisions. It might be a family, a club, a trade union, a charity, a company or a country. All of them organise their governance slightly differently to cope with the trade-offs between speed, efficiency, inclusivity and legitimacy that come with scale.
Legitimacy is the acid test[1]. If decisions aren’t made in a way that can be respected by everyone they apply to, then they don’t stand much chance of surviving.
The legitimacy test is why good governance needs to be participatory, consensus-oriented, accountable, transparent, responsive, effective, efficient, equitable and inclusive.
The trouble comes when it isn’t. And that’s usually a problem of scale, power, and privilege.
As soon as decisions are made with some people not in the room where it happens, governance becomes a challenge of how to hear their voices, whose voices are in the room, and whose voices in the room have power (who has a voice and who has a vote).
Exercising legitimate power with responsibility in these conditions too often sets up the dynamics of influencing, lobbying, patronage, coercion, incentives, sanctions, and the very modern disease of holding power whilst renouncing responsibility: the opposite of what good governance looks like.
And when that happens, it seems we need a whole panoply of other tools to replace the integrity and legitimacy we’ve lost by not having some people in the room: watchdogs, regulators, auditors, scrutiny committees, lawyers and legislators; a tilt into obedience and control alongside their twins of sanctions and rewards using the law, or money; lots and lots of jostling about who controls the controllers; and, a cat-&-mouse game of who can hide by using limited partnerships, donor advised funds, offshoring, shell companies and trusts.
Isn’t there a better way?
To try and find out, we’ve been experimenting on ourselves at the Curiosity Society, trying to design the governance of the organisation to reflect who we are.
We started with some principles.
First, we should be able to trace our accountability to the people we are trying to support: people and communities in the UK. So we chose the legal structure that has a direct line-of-sight to that idea: a charitable Community Benefit Society (CBS for short), which is pretty-much the only legal structure that codifies accountability to people and communities without lots of layers in between that silence or scramble the signals from real life. What has been interesting in our choice of structure, is the puzzle of why it’s so rare. There are something like 170,000 charities in the UK, but charitable community benefit societies? They can be measured in the hundreds. Is that just custom and convention talking? Can it really be because the simplest way to structure an organisation is to copy-&-paste something that’s already been done? Or perhaps we’re shy of sharing control?
Second, we should avoid excluding people from the room where it happens. At. All. Costs. So we built our governance around full membership of the Curiosity Society CBS for everyone in the team by default. That gives everyone a vote as well as a voice and keeps us honest in being who we are: mutual, equitable, and collaborative. This is a place we want to push our experiment next: what if we were to have voting members from the organisations and people we serve? What if they were elected to our governing board? What if we appointed someone or something to speak up for the issues we care about but have no voice because they’re not in the room where it happens: the planet perhaps[2]; or future generations not yet born? Close your eyes and imagine government policy-making with those things included. How much better might it be?
Third, to underline the reality of mutuality and equitability, our Rules[3] refresh our governing board very often so that, just in case anyone goes a bit rogue, everyone else can neutralise that very quickly. In practice, what that means is that one third of our board has to retire every year at the Annual General Meeting. They can stand for re-election, but it introduces real jeopardy for anyone with nefarious tendencies, or any passengers who are not really contributing. We probably all know people like that, right? We’ve also added an extra layer: sharing the chairing of the board, so every meeting has different content and choreography, and no one can make the organisation in their own image, or hide from their responsibilities.
Fourth, to keep us focused on being accountable to people and communities, and not our own self-interests as an organisation, our Rules enshrine a majority of non-executive board members. Combining this not only with having future members from the organisations and people we serve, but board places too, should keep the power and accountability in the right place, permanently.
What we’re trying to do by designing the organisation around these principles, is create the right conditions for collective action to make a difference in the world[4].
And that means paying attention to the cultural, as well as the structural, aspects of governance too.
If good governance is participatory, consensus-orientated, accountable, transparent, responsive, effective, efficient, equitable and inclusive; then culture is unavoidable.
Culturally speaking, this meant we decided to be a small organisation on purpose: to grow our impact not our headcount. Our ambitions for impact are as big as anyone’s but, by staying small, we have to honour the mutuality of working with others if we’re going to make a big difference. This means we have to lose control to achieve more with our allies; exactly the same cultural pattern with partners outside ourselves as we’ve adopted in our internal governance.
It means that we have to believe in relationships more than we believe in being right, or establishing and then defending a position so we can ‘win’, or creating artificial certainties to cling to in a ferocious cultural storm. And it means we hope to act ourselves into a new way of thinking: by becoming a relational meeting place for ideas and innovation.
Sometimes you don’t quite know where a debate is going to lead…
We didn’t predict that a discussion about governance, which sounds cryptic and a bit lifeless, would end up being existential, and about what it means to be human in a 21st Century organisation.
We ignore it at our peril.
[1] That’s the one that merchants used in the 19th Century, to distinguish gold from other less-valuable metals; and traders with integrity from traders with none.
[2] Faith in Nature is a great example of doing this.
[3] That’s the document that articulates how our governance works. It’s the Community Benefit Society-equivalent of our memorandum and articles of association.
[4] Our model of transformation tells you a little more about how we think we can do that
