How can trustees ensure they make the best use of valuable time and resources in board meetings?
Trustee board meetings are the bread and butter of trusteeship: the time when trustees devote their attention fully to the scheme and take vital decisions about its direction.
It is important then that these events are run well to make sure the trustees use their time, and that of their advisers, wisely. So what are the secrets of a successful trustee meeting?
It shouldn’t need saying, but the job of trustees does not begin and end with the board meeting. The more work trustees do before they get together, the more they can focus on what really matters on the day.
At its simplest this means reading all the reports ahead of a meeting. Trustee meetings are relatively infrequent (quarterly for nine out of ten big schemes and half of medium-sized schemes, less often for most small schemes) and ideally shouldn’t go on for more than half a day to make sure everyone stays sharp.
So it makes sense to arrive armed with all the relevant facts, otherwise hours can be swallowed up by actuaries talking through a report page by page.
Thorough preparation can also include swotting up on specialist areas, according to Merchant Navy Officers’ Pension Fund chairman Rory Murphy.
We have a number of training sessions about the principles before we even begin
“If we’re talking about something like a longevity hedge [the MNOPF completed an innovative longevity swap in 2015] I will make sure we have had a number of training sessions about the principles before we even begin to think about how it might apply to our funds,” he explains.
Freeing up time within meetings will allow trustees to focus on the most important element of their role – strategy.
Trustees have to get into the mindset that they are a non-executive director
“Trustees have to get into the mindset that they are effectively a non-executive director,” says Aon Hewitt principal consultant Susan Hoare. “This means elevating that role so they are concentrating on strategy, because if they don’t do that there is nobody else who will.”
To achieve this shift, Hoare believes boards should “turn the agenda on its heads” so that strategy is the first thing tabled for discussion.
“A lot of schemes have what they call a business plan, but I would call it a calendar of events,” she says. “It’s a checklist of compliance deadlines. If you have a strategic business plan, you can translate that into tangible progress by dropping on to your agenda some actions that will help you deliver the strategy. That will be the starting point of the meeting.”
This means passing some operational matters down to sub-committees or, for smaller schemes, to the pensions manager or a provider. But where resources are constrained, this shouldn’t stop trustees looking at the big picture.
You can’t say that operational stuff takes priority over strategy
“If you don’t have the time to do both, you can’t say that operational stuff takes priority over strategy,” says Hoare.
But trustees are still on the hook for the day-to-day running of the scheme, so have to keep an eye on what they have delegated. The simplest way to do this is to have standardised reporting across all sub-committees. A traffic light system can flag up to the main trustee board areas that demand immediate attention or decisions. Trustees can become familiar with the template, and see at a glance what they have to focus on.
The chair is key but not king
The person with most responsibility for setting this agenda, and for ensuring that meetings run smoothly, is the trustee chair. “The role of the chair is crucial,” says Paul Craven, who advises schemes on behavioural psychology.
But chairs should not dominate the decision-making process. He adds: “The chair should encourage participation of all trustees in discussions, respecting their different personality types; sometimes this can even mean asking the more introverted members what they think of an idea before the extroverts dominate the proceedings.”
He counsels chairs to seek the opinions of other trustees before expressing their own views to make sure they do not sway the conversation too much.
Leadership isn’t getting your sheepdog out and telling them to get into the pen
Murphy is of a similar view. “Leadership isn’t getting your sheepdog out and telling them to get into the pen,” he says. “It’s showing them what the options are and leading them to make their own decision.”
“Although the chair is important, at the end of the day he or she is a trustee – no more and no less. When you vote you only get one vote.”
He compares the role to the conductor of an orchestra: “If you have fantastic musicians and no conductor, it won’t work, and if you’re a conductor with no musicians, you’re just waving a bit of wood around.”
Get the best out of your advisers
Many of these ‘musicians’ are not actually trustees. Murphy has a relatively large board of 14, but typically has a dozen or so more people in the room – lawyers, actuaries, a delegated chief investment officer and representatives of the schemes administration and executive services company.
This might sound chaotic, but Murphy says it can all work harmoniously if advisers are handled well. This includes giving them feedback between meetings if they have been waffling in their answers.
Everyone is clear that, no matter who is in the discussion, the vote is only for the 14
The benefit of having everybody in the room for the whole meeting is that the trustees can get a wide range of opinions. “The trustees control the decision-making process, but if there is any information that will help us make a better-informed decision, it’s my job to bring that out,” says Murphy. “But everyone is clear that, no matter who partakes in the discussion, the vote is only for the 14.”
Getting the best out of your adviser also comes back to the first point about preparation. If trustees have read reports in advance – and are clear with their advisers about what they want and how long they have – they can devote more time to actually challenging them on the content.
Hoare says: “I question the value in letting somebody regurgitate a report. If everybody has read it, and the preparation has been done, then the trustees should be expecting greater value from their advisers.”
Challenging advisers in this way is one of the most important roles of a trustee. Craven says that too many boards are dominated by their chair, passively accept the advice of consultants, or have reached a cosy consensus that is rarely broken.
I would recommend to any board of trustees to watch Twelve Angry Men
Even where there is agreement, he advises schemes to nominate a devil’s advocate. “I would recommend to any board of trustees to watch a brilliant film called Twelve Angry Men, about a jury in a murder case set in 1950s America. The majority on the jury believe it is an obvious decision. I don’t want to spoil the plot, but suffice it to say, in a major decision the case for a devil’s advocate – one who is prepared to challenge and argue rationally against the consensus – couldn’t be clearer.”
Trustees also need to feel confident about asking ‘stupid questions’. This can be extremely effective in cutting through jargon or exposing issues that could otherwise be missed.
“Often people say ‘do you mind if I ask a stupid question?’,” says Murphy. “Then you hear an audible sigh of relief from other people who were thinking the same thing. Part of my role is to make sure everyone is relaxed and comfortable, and to do things with a bit of humour – you don’t need to be po-faced about it.”