- Posted by Rose Mercier
- On February 14, 2017
- Any Reasonable Interpretation, Policy Development
I draft a lot of documents – reports, articles like this one, policies, memos, letters, bylaws, social media posts, etc. If you write a lot, it is easy to get caught up in trying to find the precise words to say what you mean. The dictionary defines ‘wordsmith’ as “an expert in the use of words”, a characterization to which anyone who writes likely aspires. However, “wordsmith” has evolved from its origin as a noun to emerge as a verb – like many words that as Dilbert would say, have been “verbed.” Its definition has also evolved and is more often interpreted as spending an excessive amount of time in search of the precise word or phrase. It’s not unusual to hear a board in the middle of considering a policy say, “let’s not wordsmith this to death.” The intention explicit in this statement is one of avoiding the point at which return on the time spent deliberating over the choice or order of words in a sentence is significantly less than the impact of continued editing.
However, there is such a thing as a board spending too little time deliberating over the words of their policies or debating words before it is clear that it understands the values that underlie their word choice. Words will flow naturally once discussion produces appropriate clarity about values.
The board must find a balance so that it finds the right words to communicate its instructions to the CEO and ensure consistency in its directions to itself. While any word is open to interpretation, it is still essential that a board polish its word choice until it is willing to accept ‘any reasonable interpretation’ of its Ends and Executive Limitations policies and it is confident that it has said everything it needs to say about the processes it will use in governing the organization.
A board needs to find words precise enough that it is possible for the CEO to reasonably interpret the board’s directions and achieve what is intended by the words of the board’s Ends policies within the board’s boundaries as expressed in words of its Executive Limitations policies. A board needs to word smith so its intentions are clear. After all, the CEO should reasonably expect the board to ‘say what it means.’
So, a Policy Governance® board needs to be both a word smith – adept at finding the right words – and word smart – know when it has said enough or said something well enough that it can stop. This can be a challenge until a board has learned to trust that the words in its policies will have the desired effect: lead the organization to accomplish what it should, avoid what’s unethical or imprudent, ensure accountability to the organization’s owners, and safely delegate authority.
Word smart also means knowing when it has said enough, looking carefully at its policies so it avoids unintentional duplications, unnecessary detail or words that prescribe management means and do not describe that which is unacceptable.
Boards are also word smart when they realize that their policies will evolve. Regular and systematic content review allows a board to reconsider its words through the lens of time and experience.
Whether it is being word smith and word smart, boards would be also wise to consider the following:
“The more the words, the less the meaning, and how does that profit anyone?” (Ecclesiastes 6:11)
“The most valuable of all talents is that of never using two words when one will do.” (Thomas Jefferson)