Committee meetings: How boards of directors steer their ships towards success

Committee meetings serve a vital function in corporate life. They are the mechanism by which specific subgroups within an organisation are galvanised behind a common objective, and achieve specific - often vital - goals that help an organisation to operate and move forwards. In the case of boards, committee meetings are the mechanism by which directors and non-executive directors chart the course for their organisation. 

However, many people misunderstand the definition of committee meetings, and underestimate their significance in organisational achievement. Having a poor understanding of what committee meetings are and how they operate can lead to strategic impotence and a lack of follow-through on the pre-agreed charter that a committee operates beneath. 

In this article, we conduct a deep dive into the subject of board committee meetings, to help give organisations clarity on what they are, how they should be run, and how to get the most out of them.

What is a committee meeting?

A committee meeting is a formal gathering of a subgroup within an organisation who come together to fulfil a predefined objective. The meetings are a forum for the exchange of ideas so that a committee can complete its set of tasks. Committees usually have a title, such as a Steering Committee, or Corporate Governance Committee. 

As one of the more important types of formal meetings, committee meetings should only be attended by those who have been selected by the management or the board. They are likely to either be subject matter experts in the field that the committee is working in, or members of the leadership or teams who will be tasked with delivering the work in support of the objectives that the committee is working towards. They should therefore be a lean meeting, likely to have fewer participants than other types of meetings, or even board meetings themselves. For example, a steering committee should likely only involve participants who are involved in the leadership of the project or initiative in question, along with advisors who can help provide context or expertise to the project. 

What are the different types of committee meetings? 

Now that we understand what a committee is and why they are important, let's take a minute to consider some of the most common types of committee meetings. Generally speaking, committee meetings fall into one of two categories - standing, and ad hoc. 

• Standing committees are those that the board uses on a continual basis. The large majority of a board's work should be conducted through standing committees. 
• Ad hoc committees are generally used to conduct work that is out of the ordinary, such as changing the bylaws of an organisation, recruiting a new CEO, forming a new subsidiary, and other one-off tasks. 

Some of the most frequent standing committee meetings include: 

1. Steering committee meetings

A Steering Committee is usually formed of high-level executives and stakeholders, for the purpose of guiding a project or initiative, along with the programme or project managers who are charged with its delivery. The Steering Committee is not, itself, involved in the day-to-day management of the project or initiative, but rather provides overall vision and strategic direction, through deliberation, ideation, recommendation, and decision making. Therefore, a Steering Committee Meeting is a real-time exchange between these stakeholders for the purpose of fulfilling their collective duties, allowing them to effectively 'steer' the project or initiative in question. 

2. Governance committee meetings 

A Governance Committee is at the centre of the compliance of both for-profit and not for-profit organisations. The Governance Committee provides a supervisory role to the board of an organisation, just as the board supervises the organisation as a whole. The Governance Committee ensures that a board is complying with its obligations, as well as helping to recruit additional board members, and making recommendations on the re-election, retention, or removal of members, too. Therefore, a Governance Committee Meeting is a formal meeting that enables committee members to deliberate, discuss, and take decisions on the matters that are central to their function. Attendees of these meetings will include a number of the directors of the organisation, as well as a number of non-executive directors, given the scope of this committee's power. 

3. Remuneration committee meetings

The importance of remuneration committees cannot be understated, as they help define the way that directors are incentivised and rewarded. They set the organisation's remuneration policy, including each individual director's total individual remuneration and the associated targets that must be met for performance-related pay. Remuneration committee meetings are therefore smaller than other meetings, as they comprise only two or three independent, non-executive directors. In many cases, remuneration committee meetings will take place only two or three times each year. The first meeting will be to agree the KPIs for each director and ensure they are aligned with overall company goals. The second meeting is usually to assess each director against these KPIs to see what has been achieved. In some cases, a third meeting can take place in-between the two to see if progress is on track and whether any corrective action is needed. 

Some examples of ad hoc committee meetings include: 

1. Budgeting committee meetings

A budgeting committee meeting usually takes place once a year, for the coming fiscal year. These meetings serve to define the budgeting process for the year ahead, and how it should be allocated across different departments. The outcomes of budgeting committee meetings should be a robust recommendation on the company-wide and departmental budgets which can be reported back to the board. 

2. Litigation committee meetings

A litigation committee is usually formed in response to a specific legal issue which is being litigated, such as a copyright infringement. A litigation committee meeting therefore would ordinarily include members of a company’s in-house legal team, as well as other executives who have specific subject-matter expertise in the area that is being litigated. The outcomes of these meetings would be to prepare a response to the case at hand that can be reported back to the board. 

Ad hoc committees have a limited duration, as they do not undertake ongoing work in the way that standing committees do. With this in mind, it follows that fewer meetings will be held between ad hoc committees than standing committees. 

The importance of committee meetings is therefore clear, as they serve myriad functions in the running of an organisation. Despite this, many committee meetings are poorly run, and their impact is therefore reduced and their performance hindered. In the next section we will review how to run committee meetings effectively, so that organisations can realise their full value.

How to run committee meetings effectively 

Committee meetings are, by their very nature, formal meetings - and as such they should follow a clear, pre-defined structure that enables participants to contribute and collaborate effectively in pursuit of their shared objectives. 

There are a number of steps that are important to follow that are additional to the ways we manage ordinary business meetings. These include:

1. A clear purpose 

As with any formal meeting, a committee meeting should have a clear goal outlined before any gathering is organised. However, with committee meetings there are some key differences, as the purpose is usually mandated by the board of directors. Therefore, if the purpose of a committee meeting is not clear, arguably the committee itself should not have been formed.

 
2. An agenda that is communicated in advance

Preparation is fundamental to the success of any meeting, and committee meetings are no different. Ensuring that an agenda is formulated and circulated to all participants well ahead of the meeting is vital to ensuring that each of them can prepare individually before the meeting, ask clarifying questions ahead of time, and collaborate asynchronously with other participants if needed. 

The meeting agenda should include a meeting lead (or chairperson), an overall objective, and an objective and lead for each item on the agenda, along with a time slot, description, and any related documents. By following a clear agenda in the committee meeting, the chairperson ensures that each item stays on time, and given that participants of committee meetings are usually exceptionally busy individuals, making good use of their time is imperative.  

3. Meeting minutes 

Meeting minutes are a legal requirement for board meetings and related committee meetings. They also play a pivotal role in security, the value that your committee meetings create. The meeting minutes should follow the same structure as the meeting agenda, and should give an indication of what was discussed, deliberated, and decided - including the outcomes of any votes that were taken. They should also include details of the actions that arose from the meeting, along with a clear indication of those who are responsible for making them happen. 

For most committees, the meeting minutes will also provide details of the next meeting, so that participants are informed as early as possible. It is important that the meeting minutes for each committee meeting are shared not only with participants, but also with the chairman of the board as a minimum. By following a simple meeting minutes template it is possible to ensure that your minutes process for committee meetings is water tight.

Committee meetings: Central to steering the ship

Therefore, committee meetings are a varied and powerful tool to help boards of directors to steer their organisations towards success - when used correctly. 

By having a clear understanding of the role of committee meetings and utilising a few important components correctly, directors can ensure that their boards are aligned behind common objectives, and get the most out of committee meetings.

Robert Mitson

About the author

Robert is passionate about shaping and communicating value, and in his work as English Content Specialist he creates insight to help leaders across Europe to make every meeting count.