Embracing DE&I at the Board Level
This Featured Article is co-published with The Governance Institute.
- October 21, 2022
- Matthew K. Doonan , Inspira Health
Hospital and health system boards are increasingly encouraged to embrace diversity, equity, and inclusion (DE&I) principles in their organizations. While many boards realize the value that diversity of viewpoints, skill sets, and experience brings, and have a desire to pursue greater diversity within their organizations, they are simply unsure how to begin. Chief legal officers (CLOs) are well-positioned to assist the board in this regard due to their relationship with the board and their role in supporting governance. As a result, CLOs are often identified as key individuals to champion DE&I efforts, and the board may seek the guidance of the CLO with respect to what specific actions the board can take to embrace diversity.
Because DE&I principles are not inherently intuitive, and board members may have discomfort discussing race, a starting point is to offer an education session to the board using an outside DE&I expert as a speaker. If the board has an established education plan, the CLO could add DE&I as a topic. Alternatively, education could be provided during a board meeting, at the board retreat, or through a special group learning session, either in person or remotely.
Following the education session, the CLO can suggest the board consider adopting a workplan to continue DE&I efforts. Those efforts can range from having regular ongoing DE&I education, to setting diversity goals, to establishing a standing DE&I committee of the board, or incorporating DE&I efforts and oversight into an existing committee charter, such as the governance committee’s charter.
A board can also take specific action to increase diversity by incorporating basic DE&I principles into its board development efforts. This involves comparing the demographic makeup of the board to the demographics of the organization’s service area. If the demographics of the organization’s service area are not known, the CLO and board support professionals can assist by referring to the 2020 U.S. Census data. Once those demographics are known, the next consideration is whether the board has a Competency and Diversity Matrix, which is a table with two sets of information:
- A listing of the skill sets that current board members possess (e.g., finance, legal, engineering, information technology, etc.)
- The demographics of the board as a whole, by, at a minimum, gender, age, and race
If the board does not have a Competency and Diversity Matrix, the CLO can easily develop one by sending out an electronic survey (consider popular web-based survey tools or the board portal) asking each board member to self-identify if they possess certain skill sets or experience, and to self-identify their gender, race, and age.[1] Consideration should also be given to identifying other characteristics the board feels are important to diversity, such as veteran status, disabled, LBGQT+, etc.
Board members’ responses can be compiled into easy-to-read and comprehend tables or graphs, which should then be shared with the board, along with the service area demographics. Comparing the service area demographics to the board demographics in the Competency and Diversity Matrix provides a simple roadmap to increasing diversity in board governance. For example, if the service area demographics indicate 25% of the population is Black, and the board’s Competency and Diversity Matrix demonstrates that of its 12 board members, only one is Black, it might prompt the board to have a focused discussion on whether it should be more intentional about its efforts to recruit board members who are Black when vacancies arise. If a board desires to be even more intentional about furthering diversity on the board, as a starting point, the board could consider adopting written diversity goals. The goals could be as simple as stating that of the 12-member board, six members should be men and six women, and specifying the specific number of board members that should be Black, Hispanic/Latino, Asian, White, and any other characteristics the board determines are important to diversity.
It is important to acknowledge that the board may feel uncomfortable discussing race as part of goal setting or have concerns about perceptions if goals are not met. The board may also have concerns that if an attractive candidate meets an acute need for a specific skill set but does not advance the diversity goals, they cannot add the candidate to the board. The CLO can address these concerns and help the board realize the aim is to be intentional about diversity by ensuring a conversation around diversity takes place when considering candidates, and that diversity is as important as other deciding factors (e.g., whether they bring a needed skill set, if their values align with the organization’s values, etc.). The aim is not to have the diversity factor solely dictate the outcome of any particular decision but to use these goals to inform decision making.
As board candidates are considered, they should fill out the Competency and Diversity Matrix survey and the results should be modeled into the matrix as if the candidate were joining the board. If diversity goals are established, the CLO can assist the board in determining whether a specific candidate will allow the board to meet those goals. Even if written diversity goals are not adopted, the CLO can still encourage discussion of diversity when the board is considering new members by modelling that potential candidate into the Competency and Diversity Matrix, and to provide that model to the board as they consider each candidate for membership.
While none of these strategies alone will allow a board to say it has fully embraced DE&I throughout its organization, they do serve as important starting points. By taking intentional and concrete action, the board can demonstrate leadership that diversity of viewpoint, skills, and experiences is fundamentally important, and to encourage the conversation to continue at every level of the organization.
About the Author
Matthew K. Doonan is Senior Vice President and Chief Legal Officer at Inspira Health. He is also a member of The Governance Institute’s Governance Support Editorial Board.
[1] For an example, see The Governance Institute’s sample board diversity survey.