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When a board member gets a written note about a board issue, how should it be shared with the full board?

February 27, 2009

Your board should have an established agreement in place among board members on how they will deal with communications that come to them individually. I suggest that any mail or e-mail communication directed to them individually in their official capacity as a board member should be shared with the full board.

First, if a written communication to an individual board member is a complaint, ensure that you follow your complaint policy. For more about that, read on.

The method typically used for dealing with such letters is a board communications (or "Read") file. It's a physical file, into which the board secretary puts copies of communications received by board members. That file is made available for board members to read at their convenience, and, typically, new items will be in the file for board members to read before or after a meeting. As items are received, they may be noted in a memo to the board or even under "Board Member Communications" on the agenda, but they are NOT there for discussion. These are public documents.

If a board member wishes to discuss something in the communications file, he or she must request that the topic be added to the agenda for the next meeting as a discussion item, following the board policy on adding agenda items. However, it is not good practice to discuss these items written by members of the public; if they raise an issue the board believes it should discuss, the board may discuss that issue, but the board should discuss not the point of view of the letter writer. This is a fine line -- but a very important one. A discussion of the topic should never evolve into a discussion with the individual who sent in the letter.

If there is something confidential in the communication, it should go into a "confidential communications" file, and it would not be discussed in public session. Usually, letters that are classified as confidential are those containing complaints about individuals, so you will follow the complaint policy and your labor agreement. In most of those cases, the complaint should be sent back through the chain of command to be resolved at the lowest level possible in the organization.

The board also needs to agree on how it will respond to communications. A good way to do this is to send a letter from the chair saying "Thank you for your communication. It has been shared with the full board in the communications file."