Raw

In October, the organization assigned full operational authority to divisional managers and confirmed that policy and planning remain the Board's responsibility. The Board has nevertheless spent years addressing operational problems, indicating the intended separation has not yet taken hold.

For the reorganization to work as intended, the Board must clarify four aspects of its governance:

1. **Roles and relationships** — the Board's specific policy and planning responsibilities, how they differ from operations, and the relationship between the Board and Executive Committee.

2. **Board composition and selection** — optimal Board size, the principles for selecting directors, and tenure expectations.

3. **Effective participation by outside members** — how to structure the Board's work so that outside directors contribute fully to policy and planning.

4. **Transition plan** — the alternative approaches for moving from the current Board and Committee structure to the desired one.