On governance

Recent news about the negotiations in Atlanta, St. Paul, Minneapolis, and Indianapolis have caused a great deal of discussion amongst orchestra musicians. Some online discussion got me to thinking about the role of governance in all of this, and how at least three of these situations are directly related to governance issues and misconceptions.

The boards of both the Indianapolis Symphony and the Saint Paul Chamber Orchestra are negotiating with their musicians without an executive director; in fact, the Indianapolis Symphony appears devoid of most of a normal senior staff structure. I’m told that the SPCO board thinks it better to not burden an incoming CEO with the scars of having conducted a tough negotiation. I don’t know what the Indianapolis board is using for their rationale.

The Atlanta Symphony board appears not to have made that particular bad decision. The problem there seems to be that the board doesn’t actually have the power to agree to anything, as the real power (according to the musicians) is the board of the Woodruff Arts Center, who are not at the table but who sign the agreement, and who are demanding a specific (and enormous) cut in musicians’ compensation, even though musicians compensation in Atlanta is, by industry standards, a very low percentage of the total ASO budget.

So, in three of these four situations, the musicians are negotiating with boards who have dispensed with the senior staff universally seen as responsible for labor agreements and labor peace. What’s going on here?

Most orchestra musicians don’t really understand the function of the board of directors, in part because we rarely see them. We deal with staff, and tend to place the responsibility for all non-artistic decisions on them, and in particular on the CEO. But that’s not really how orchestras work.

We also assume that most board members know what they’re doing. I’ve come to realize that’s not really true in most places. There’s very little formal training or support for board members, so new board members often model their behavior on what they see around them – which is to say that boards tend to perpetuate how they work and how well they function.

The League of American Orchestras, to its credit, has made governance a high priority, and there are lots of resources on the League website for board members on what a board does and what individual board members’ responsibilities are. (In the interests of full disclosure, I am a member of the League board.) But no one from outside can force a board to improve itself, to enlist outside assistance, or to use the many tools available to it for training and evaluation.

I had the extremely interesting experience, in the summer of 2002, of being the sole working musician at the second (and last) of a five-year sequence of meetings at the Salzburg Seminar, sponsored by Alberto Vilar, on “Critical Issues in the Performing Arts.”  At that session, one of my assignments was to team up with Brent Assink, President and CEO of the San Francisco Symphony (and an friend from our days together in Saint Paul) on the subject of “who runs American orchestras.” Our conclusion was simple; American orchestras are run by the boards.

But “running an orchestra” is not the same as “managing an orchestra.” There is a fine line between governance and managing. Boards govern and oversee (I believe the Boston board is called “the board of overseers,” in fact). They hold professional staff (and music directors) accountable. They help the staff in key functions, notably fund-raising. But they need to respect the staff they hire and not micro-manage them. In particular they need to respect their professional judgement. And they can’t themselves try to manage orchestras, because they simply don’t know enough. A board conducting a negotiation without professional staff is just as ludicrous, in my view, as a board chair conducting a subscription concert.

It’s a very delicate dance between the board (and particularly board leadership) and staff leadership in particular. My wife Emily has been Executive Director of a small social services non-profit for the past 5 years, and I’ve gotten to watch that dance in an entirely new way. It has been a revelatory experience, even for someone who’s worked for orchestras for close to 40 years now.

It’s also a fine line between using the expertise of the board in specific areas and making sure that they are constantly reminded that they are not themselves experts in running non-profits. In particular, it’s hard for most boards to remember that orchestras are not simply high-end entertainment companies that somehow never manage to turn a profit. It’s particularly hard with orchestras because we look much more like for-profit enterprises on a day-to-day basis than do most non-profits. No one on my wife’s board would ever suggest charging their “customers” more to make up a short-term deficit, because the whole point of that enterprise is to provide a needed service to families without charge. Maximizing revenue by charging fewer people more money is an entirely legitimate practice in for-profits. But it kills non-profits. It is, in my view, a major reason why our audiences have shrunk and our public image is becoming that of highly-paid banjo players for the 1%.

Sadly for musicians, there’s not much we can do to affect the quality of our boards – certainly not in the short term. But I think it would help us all if we had a more accurate picture of who our employers really are, and especially what their weaknesses are. It would certainly help us in developing long-term strategies for making sure our employers are strong enough to pay us a living wage.

There are some really good boards out there, many a direct result of executive director leadership and effort – which of course poses a chicken and egg problem. Fortunately for those orchestras, strong boards seem to have a lot of internal momentum to stay strong. Unfortunately for everyone else, the same is true of weak boards.