AIR Governance Leadership Opportunities

AIR’s Governance System

Board's Role

The Board has three primary jobs within the Policy Governance framework: 1) to connect with AIR members and stakeholders and understand their values and priorities, 2) to incorporate the values of members and stakeholders into the Ends, and 3) to monitor association outcomes to ensure that AIR makes sufficient progress toward the desired Ends.  

Criteria for This Style of Board Work

The skills, abilities, and mindset to effectively contribute within this type of governance differ from those often thought important for service on an association board or board committee. Professional expertise is less important than the ability to collectively lead and govern effectively. 

The Board has identified the following qualities as necessary for individuals serving on the Board under Policy Governance:

• Conceptual thinking, 
• Ability to assert a point of view yet support group decisions, 
• Understanding that individual board members have no authority but form part of a very authoritative group, 
• Focus on the future, 
• Ability to apply stated Board criteria in evaluating monitoring reports, 
• Listening skills, 
• Willingness to learn and abide by the Carver Policy Governance model, 
• Conscientiousness to commitments required by the board, and 
• Ability to advocate on behalf of all association members.

• Conceptual thinking,
• Ability to assert a point of view yet support group decisions,
• Listening skills,
• Support for the Carver Policy Governance model,
• Conscientiousness to commitments required by the NEC,
• Ability to advocate on behalf of all association members,
• Ability to reach out to a wide range of candidates; and
• Attentiveness to recruiting candidates who reflect the diversity of individuals and institutions represented by AIR.

Group Authority of the Board

Most of the Board’s agenda is designed to fulfill its three jobs: 1) connecting with AIR members and stakeholders, 2) incorporating the values of members and stakeholders into the Ends, and 3) monitoring outcomes to ensure that AIR makes sufficient progress toward the desired Ends.

Policies and Their Development

Board members work collaboratively to develop and implement policies in four distinct areas (listed below). In every case and on every topic, the Board identifies the issue, and then develops policy at the broadest level of that topic, refining the policy to a more detailed level until the Board believes that it can accept any reasonable interpretation of the policy. Further decisions are delegated to the CEO for the Ends and Executive Limitations policies or to the Board Chair for the Governance Process policies and the Board Relationship to the CEO policies. Policies within each of the four areas are organized and set so that any policy is easily added, edited, or removed. The policy areas comprise:

• Ends Policies: The Ends policies define the purpose of the association and why it exists. Ends policies include the benefits or results of the association’s work, who benefits, and what it is worth to produce those benefits. The CEO is responsible for achieving the association’s Ends set by the Board.  
• Executive Limitations Policies: These policies lay out the parameters within which the CEO operates to achieve the Ends.  Executive Limitations prevent the CEO from choosing operational methodologies, conditions, or actions that are unacceptable to the Board and, by extension, the members. 
• Governance Process Policies: These policies operationalize the values that drive the purpose, process, structure and functioning of the Board and Board committees in their work. 
• Board/CEO Relationship Policies: These policies establish the method by which the Board delegates authority and accountability to the CEO and describes the system to monitor its use and outcomes. 

Monitoring CEO & Board Performance

The Board also engages in regular “self-monitoring” to measure Board performance against the Governance Process and Board Relationship to the CEO policies to ensure integrity and alignment of Board intentions and actions.

Role of the CEO and Staff

The CEO is the Board’s only employee and every other staff member reports to the CEO. 

• To both empower and hold the CEO accountable, the AIR’s governance system makes it clear that all operational control beyond what the Board states in policy rests with the CEO. 
• Board members and Board committee members do not get involved in staff work unless asked to do so by the CEO (and so take their direction from the CEO). 
• The CEO’s successful job performance equates to sufficiently achieving the outcomes in the Ends within the parameters set out by the Executive Limitations policies. 
• The CEO makes deeper and more detailed decisions about Ends and Executive Limitations than the Board, but those decisions must be based on a reasonable interpretation of the Board’s policies. 

Policy Governance: More Information

AIR Governance and Policy Documents

Learn More About Policy Governance

Govern for Impact: governforimpact.org 

John and Miriam Carver: carvergovernance.com

International Policy Governance® Association: policygovernanceassociation.org

AIR Board of Directors

The AIR Board of Directors is AIR’s governing body and sets the direction of the association, including expectations for its accomplishments and conduct through written policies. The Board is also responsible for regularly monitoring organizational performance against these expectations. 

The Board is also responsible for gathering member and stakeholder input to inform its decision-making. The Board has responsibility and authority for the Association’s fiscal controls and the conduct of an annual audit. The Board also monitors and assesses the performance of the CEO. 

The Board of Directors consists of 12 individuals. Board members are elected annually by the AIR membership for staggered three-year terms to balance continuity with new perspective. Sitting Board members may be elected for one additional consecutive three-year term. Serving on the Board as a volunteer leader is a three-year commitment of expertise and time and requires an understanding of Board governance, the field of institutional research, and the overall context of higher education. 

Individual Board Member Responsibilities

In addition to the collective responsibilities of the Board delineated by the AIR Constitution and Bylaws and AIR Governance Policies, individual board members are responsible for the following:

• Being familiar with and diligently following the Board’s policies on the Governance Process, including the Board job description, agenda planning, the role of the Board as ambassador, Board committee principles, and the Board code of conduct.
• Attending scheduled Board meetings: face-to-face meetings and monthly virtual calls. 
• Reviewing documents and being prepared to discuss business and make decisions at scheduled Board meetings and/or Board committee meetings. 
• Contributing to the Board's self-assessment activities. 
• Participating in assigned committee meetings by contributing to discussions, decision-making, activities/assignments, and committee reports.

Board Leadership

Selection Process

In spring 2023, the AIR membership voted to update the AIR Constitution and Bylaws to allow the Board to elect a Board Chair and a Board Vice Chair from among its members. The changes were recommended by the Board Structure for Accountability and Effectiveness Committee after an extensive period of discernment and consideration of feedback from AIR members. The rationale for the changes is to help AIR grow and better serve its members and stakeholders by diversifying leadership, providing continuity, and developing an even more productive AIR Board of Directors. 

The change in the selection of the Board Vice Chair (formerly the Vice President) will be implemented by the Board beginning in spring of 2024, when the Board will elect a Board Vice Chair from among its current members. In spring 2025, the Board will elect both a Board Chair and a Board Vice Chair from among its current members.

Board Chair

The Board Chair serves as the chief governance officer of the Association, presides at the business meetings of the Association, and performs the duties and obligations established by Board Policy or extended to the office by vote of the Board. An individual may be elected or re-elected annually to the position of Board Chair for a limit of three years across two consecutive terms of service on the Board.

Board Vice Chair

The Board Vice Chair serves in the role of Board Chair if the latter is unable to perform the duties of chair. An individual may be elected or re-elected annually to the position of Board Vice Chair for a limit of three years across two consecutive terms of service on the Board.

Additional Board Roles

The Board also appoints a Board Secretary, Board Treasurer, Board Parliamentarian, and Board Liaison to the NEC from among current board members. The roles and responsibilities of these appointed positions can be found in the AIR Governance Policies, in the Governance Process section.

AIR Board Meetings and Regular Board Call Schedule

Annually, each Board determines its own meeting schedule. Virtual meetings are typically held monthly for 90 minutes. For the past several years, the AIR Board of Directors has met two times a year for face-to-face meetings — once in the fall and once in the spring. Meetings held during the AIR Forum have generally involved a half to full-day meeting with a regular Board agenda, Board/NEC orientation, Policy Governance training, and the Annual Business meeting. 

AIR Board Member Annual Time Commitment

The following estimates are based on typical Board activities and meetings, including attending and preparing for monthly virtual meetings, face-to-face meetings, and meetings during the AIR Forum. An estimate is also included for participation in one Board committee. The roles of Board Chair, Vice Chair, Secretary, Treasurer, Parliamentarian, or Board Liaison to the NEC will require additional time. Time estimates do not include travel to face-to-face meetings or other activities while at AIR Forum: 

AIR Nominations and Elections Committee 

The Nominations and Elections Committee (NEC) is a standing committee of the Board of Directors elected by the AIR membership. The NEC ensures that elections are conducted properly and reports the results to the membership. The NEC consists of six individuals elected by the membership plus a board liaison appointed by the Board from among current board members. Two members are elected annually for two three-year terms.

Selection of Chair

As part of the spring 2023 AIR membership vote to update the AIR Constitution and Bylaw the process for selecting the NEC chair was changed from the automatic appointment of the Immediate Past President. Beginning in the spring of 2023, the NEC members will elect a Committee Chair from among current committee members annually. The Board Liaison to the NEC is appointed by the Board of Directors and is not eligible for the Committee Chair position.

Board Committee Principles

• Board committees are to help the Board do its job, not to help or advise the staff. Committees ordinarily will assist the Board by preparing policy alternatives and implications for Board deliberation. In keeping with the Board’s broader focus, Board committees normally will not have direct dealings with current staff operations. 
• Board committees may not speak or act for the Board except when formally given such authority for specific and time-limited purposes. Expectations and authority will be carefully stated in order not to conflict with authority delegated to the CEO. 
• Board committees cannot exercise authority over staff. Because the CEO works for the full Board, he or she will not be required to obtain approval of a Board committee before an executive action. 

While the NEC as a board committee will not deal directly with current staff operations, the NEC does receive AIR staff support for its work. 

NEC Member Annual Time Commitment 

The following calculations are based on typical service for an NEC member who attends virtual meetings and Board/NEC orientation at the AIR Forum. Time estimates do not include travel to or other activities while at AIR Forum or time spent encouraging potential candidates to be on the ballot: 

NEC Meetings and Regular NEC Call Schedule

Each NEC determines its own meeting schedule. The NEC typically holds 60-minute, biweekly virtual meetings between July and April. Additional longer meetings are scheduled when preparing the slate — typically in November. For the past several years, the incoming and outgoing NEC members have met for a “crossover meeting” at the annual AIR Forum. 

Next Steps

Nominations

If a colleague nominated you, please consider whether this is the role in which you can best serve — either on the Board of Directors or the Nominations and Elections Committee. If it is — terrific! All you need to do is agree to be considered. If it isn’t, just let any member of the NEC know that you would prefer to be considered for another role. 

If you are considering self-nomination, first decide which role you would like to volunteer for — Board Member or Nominations and Elections Committee Member. Once you’ve decided, nominate yourself. 

Selection

The NEC will review all the nominations to determine who will appear on the ballot. There are usually more nominees than ballot slots, and many of our volunteer leaders have been nominated several times before being selected as a candidate. 

Election

The NEC prepares a slate of at least two candidates for each open position on the Nominations and Elections Committee and a slate of at least two candidates for each open position on the Board of Directors. This means that at least half of the candidates on the ballot will not be elected. It is not at all unusual, however, for candidates who are not elected to run again in a future election. 

Additional Information

Nomination and election information is available online and is regularly updated on AIR's Governance Page.

The Association for Institutional Research is a Florida corporation operating as a nonprofit organization exempt from income taxes under Section 501(c)(3) of the Internal Revenue Code. The Board operates as a legal entity governed by the state laws of Florida. 

The Association, through appropriate action of its Board of Directors, CEO, or as provided by law, is empowered to indemnify any director, officer, employee, or agent, and their heirs, executors, and administrators, or any former director, officer, employee, or agent, and their heirs, executors, and administrators, to the full extent permitted by law. 

AIR covers the cost of governance training, all travel expenses for face-to-face meetings (including parking and meals per diem), conference calls, and staff support when required. While members are expected to attend the annual AIR Forum at their own expense, AIR covers the additional cost of stays extended for purposes of Board meetings and functions, including additional room and meals costs. 

You can find more information about the nominations and elections process on AIR's Governance Page.

If you have questions about the nomination process, please email air@airweb.org.