Courtney Hinds: Board Politics

0:04   Are your board politics causing chaos at your fair? Maybe chaos and mayhem? There is a better way. Let's talk about it.

0:12   [music]

0:14   This is the fairgrounds podcast with top experts and innovators, the men and women who shape the future of US fairs and Canadian [music] ag societies.

0:23   Brought to you by Pilot Rock, leader in benches, picnic tables, and just [music] about everything outdoors. Here's your host, Jay Spicer.

0:31   All right, folks. We're here today with Courtney Hinds, the general manager of the Wyoming State Fair and soon to be

0:38   executive director of NICA. So, I love that. Congratulations, Courtney.

0:43   Thanks, Jay. I'm Thank you for having me here today. I'm looking forward to talking with you. I think that we've all experienced board politics in our careers and there's the good, the bad,

0:52   and the ugly when it comes to working for and working with boards. So, I think that there's a lot to dive into.

0:57   Yeah, there's it it certainly causes unrest for the managers because sometimes they they think they have their direction and then some board

1:04   member comes along with some other idea that has not discussed with anybody and just tells you what to do. And I know as a fair manager sometimes I felt like a

1:13   yes man like okay I can do that but that's not what I had planned at all.

1:19   And uh sometimes the relationships within the people the board if there's family members if there's best friends from college just because they're best

1:27   friends from college or you have the guy who's on the board and he works for the post office full-time and the only

1:36   connection with your fair is the daughter who's got to worry about the weight of her goat at fair time.

1:41   Sometimes I wonder like why are we going to the board and asking their advice on our social media strategy or our strategic plans because they don't even

1:49   know. They're just there and sometimes the relationships within the board get in the way and they cause that chaos

1:57   which prevent the fair from growing. You know, we we're doing this whole program so that fairs are sustainable. There's

2:04   transition plans. There's there's a plan forward because fairs have to stop branding themselves as an event. They

2:11   are a community benefit organization and they need to be able to do a better job of promoting that through their board,

2:18   through their management and keep the community involved as much as possible.

2:22   So with that, um, I'd love to hear more of your perspective on boards because you've seen a lot of them, haven't you?

2:29   Absolutely. So, I'll kind of dive in and I'll talk a little bit about my experience at my current organization with the Wyoming State Fair. But I think

2:37   a big thing to keep in mind is that we as we go through today's conversation, I've gotten to interface with about 450 boards across the country and across

2:46   various countries. And I've I've seen how it can positively impact affair when you have a high functioning board. And I've also seen that decline when you go

2:54   from having a high functioning board to having a board with some issues. And so for me here at the state fair, I joke that it's like working for a startup

3:03   that's been in business for hundred years because when I got here, their total statutes had been rewritten. So I

3:10   am the first ever executive director that was hired by the governing board.

3:14   So we had to build everything from the ground up. They got their statutes rewritten in 2018 and that ultimately resulted in them hiring me in 2019. And

3:24   when we started um I talk a lot about governance structure. I'm really big on succession and we didn't have anything

3:33   but we did have an organization that had a 100 plus years of history and tradition but very little documented about that history and tradition and

3:40   then also working with a 15 member governing board with people all across the state and so we had to kind of

3:48   trauma bond together our board I and I'll talk a little bit about what I think makes our board so successful here but we had to build everything together

3:56   from our governing rules rules to our policies and procedures, the way that we were interfacing with one another, uh, committee structures, but one of the

4:04   things that is in statute is that we meet four times a year and so you can work with these board members and you

4:12   can can only see them, you know, every few months for some of them until we're together at state fair and then we do daily meetings during the fair.

4:19   But it takes a lot of trust.

4:22   Yes. So, so you guys can manage four times a year. There's boards out there that meet every month. Some take the

4:29   summers off. Some go twice a month. I can't imagine like how are you able to function with the decisions that need to

4:38   be made when the board's only helping you four times a year.

4:42   I'll say this one part is our committee governance. So we cannot make decisions in committee, but we can inform. And so

4:50   we lean really heavily on a couple of committees that we've been able to develop in the last seven years, including our finance committee. Fiscal transparency is really, really important

4:58   to me. And as a state entity, sometimes that's not always a huge priority because the money is so well protected, but you don't always have the reports to

5:06   know really where you're at in time and space, especially with something that, you know, we depend very heavily on our fair time revenues. Even though we are a

5:14   year-round infrastructure and we have hundreds and hundreds of events, I lean really heavily on our our finance committee, our facilities committee when

5:22   we're talking about, you know, here we've got 137 acres, 60 structures, and constantly doing events. And so we are

5:31   we're planning for projects that are going to be breaking ground in 2030 right now. So there's got to be that foresight and sort of that more 30,000

5:39   foot view is the board, 5,000 foot view is those committees. Our ground level is our team here. And then we also have a really interesting committee. It's

5:47   called our youth show committee. And that's where we've got oversight from our immediate past chairman of our board who is the last one to serve. And then

5:54   our state 4 and state FFA each have a representative on our board. And so we we come together with that committee

6:01   monthly to make more of those minute decisions about things like breeds, classes, and then we bring back those recommendations to the full board. And I

6:10   I will say I uh spent the first five years of my career as a CEO at fairs that did meet on a monthly basis. And I

6:18   think the beautiful thing about the quarterly basis is we do accomplish so much between meetings that you really see the trajectory of the organization

6:25   moving forward. And if you ever don't, then I think that it shows the board that there's a staff issue and that's also helpful for them, too.

6:33   Have you uh run in because you you've been to over 450 fairs. Have you run into situations where the livestock

6:40   people think they run the fair that it's all about them?

6:44   So, that's the biggest problem. Oh, you know, I joke about like every single thing at the fair, every page of our

6:51   premium book is the most important thing to somebody and it shows. And I think that when it involves people's children

6:59   and when it involves a lot of money, uh, the passions can run really hot. And here we've got a couple of our board members who are also livestock parents and they are very good at segmenting.

7:11   Here's what I'm wearing, my show mom or dad hat. here's what I'm looking about what is best for the organization as a whole. And I think that that's something

7:18   that a lot of boards can learn from because it is easy to be essentially a single issue voter where you've got a board member where they they come in

7:26   either really passionately about one thing and that's how they've been involved and why they're involved or they're really mad about one thing and that's why they've somehow gotten

7:35   themselves the platform to come at either the fair management, the fair staff or even fellow board members about those issues. Yeah, I've I've run into

7:43   situations where the livestock people think that that's the reason people go to the fair and they don't even care about the rest of the fair. They uh if

7:52   you ask them to run like the politics of the the interactions between livestock and the the fair side, if the gates

7:59   backed up and you go to somebody in the in the cattle barn and say, "Hey, can you help us just take the tickets out of people's hands?" They're like, "No."

8:07   Like, "Well, I thought we're all in this together." So it it causes that like now we hate the livestock people kind of yeah mentality

8:15   where you start to have the that friction or the infighting and even if it's just between departments and it doesn't involve board members directly the board members can get pulled into

8:23   that really easily. Um, one of my favorite things that I've ever had a mentor say to me was Jim Tease with Jackson County Fair in Oregon. And he always refers to fairs as an ecosystem.

8:34   And I think that that's such an accurate depiction of what we deal with because you can tell when the pH is a little off. And it can be an issue that stems

8:42   from the barns or from the ticketing department or from staff issues, but it bleeds into all elements of the fair.

8:48   And I think that that's where when you're talking about bringing on board new board members or even having sort of those course correction conversations

8:56   between board members, it's got to be that 30,000 foot view. We might be more involved with certain elements depending

9:04   on our expertise or our passions, but we really have to think about what are the ripple effects of this because everything has to be taken care of

9:11   because we owe it to people whether they're just a regular patron and that their interaction with the fair is that they come every year on Saturday or if

9:19   it's somebody that enters their jar of jelly or people that have lots of kids here that are entering their livestock too. I mean, everyone is an important

9:27   piece of the equation and it's up to the board at that governance level to to kind of have that aerial view to say how do we take care of everything to the best of our abilities.

9:37   Yeah. And the public doesn't want to see all that infighting at the fair and people squabbbling about stuff like

9:43   that. So, that's never a good thing. Um, so we've heard some stories, horror

9:50   stories from the dysfunction of the boards, the bad behavior. How do we kind of get them back on track? I know you

9:58   have kind of like an outline of lessons, if you will.

10:02   So, a few of the things that initially come to mind, and one of my probably greatest strengths is I'm really good at

10:09   keeping secrets. And so I have a lot of people that'll come to me and they'll they'll share their challenges and they know that it's not going anywhere, you

10:18   know, and I've had folks contact me about their boards where they will tell me the most horrifying things that happen with these board members. And my

10:27   first question is always going to be, who do you need to go to to address this? What is your governance structure?

10:33   And a lot of times, especially as we're seeing this enhanced turnover for fair management, a lot of times people don't know, which is challenging. So I I think

10:42   that the first place to start is know are these board members appointed by your commissioners, appointed by your governor? Are they I've seen boards that

10:50   are structured where they're like a joint powers board where you've got city and county involved? You've got boards that are elected by membership. You've

10:57   got boards that are nominated by fellow board members. And so I think first and foremost, you've got to really know and be comfortable with that structure so

11:06   that way when you have something that happens, you know who to go to. As a as a manager, I think it's really important that you know where that escalation

11:12   takes you. And then also there's a big element of that escalation also has to care about the issues. And so sometimes that only

11:20   gets you so far. And so the next thing the the best time to start people on the right foot is as soon as they're getting on boarded onto your board.

11:31   There's a lot of fairs that do not do true board member orientation or they'll hand you a binder and some of the stuff is 20 years old if you're lucky.

11:39   So I uh yeah, it's an issue and it's partially, you know, who do you lean on?

11:45   Who's responsible for board members orientation? Um that's going to go back to your governance structure. Sometimes they have to do certain trainings or

11:53   they have to go through things that are at a state level, county level. What I'm talking about is more of that 5,000 foot view. I recommend that it is the fair

12:02   management and the board chairman or if you've got like a personal and rules committee, that chairman joining so that you've got some peer-to-peer elements,

12:10   but then you also have your staff executive that's able to give advice and perspectives. And some of those things that I think are baseline are your

12:19   policies, your procedures, your best practices. If you have a master plan or a strategic plan, I always include brand guides because you mentioned, you know,

12:28   is it really their lane to be approving something like a social media strategy?

12:34   Here at my organization, we do have a marketing communications committee. we don't have them super super engaged

12:41   because we work with a marketing firm and we have internal marketing that is able to really keep us on course and then we we bring back those results and

12:50   then we can always change the plan for future seasons but we want people to be familiar and comfortable with our brand and brand usage and know the policies

12:58   around that as well. uh financial documents, kind of giving everybody on the board an equal playing field from

13:06   the time that they start that they have an understanding of what the culture is.

13:10   And it's very helpful when that's coming from a peer of theirs rather than just the fair manager because if you ever have one of those board members that

13:17   gets on boarded that you can tell that they're there because they had a negative interaction with the fair in some way, shape, or form and they think that the solution to that is going to be

13:26   going in a different direction with management. And I've I've had a lot of people contact me on those issues over the years.

13:32   When you talk about policies, uh how many fairs out there have policies, but they're in the board members heads who have been there for 20 plus years. I've

13:41   been in many meetings when I would ask a question about so what do you guys how do you handle this? And they would say, oh, go ask Bob. Bob knows, you know, I

13:50   was like, well, no, no. Where is it written down that has it? So it's every year because you get three different answers from three different people.

13:57   Exactly. And I see that all the time.

13:59   And on the flip side of that, you'll you'll see policies that state that something has to be mailed out 14 days

14:07   prior and that it's never been updated to specify that you can use email or you can have it on your website because when things are going well, you're you're not

14:15   always leaning on your policies or your bylaws, too. And so, uh, I always recommend going through those every couple years and trying to make sure

14:23   that they're as relevant and depictive of what the actual organization does as possible. But that onboarding, it really does a good job of setting the tone and

14:32   especially when it is that unity between fair management and a board member to be able to be on the same page and speaking

14:40   with one voice. I hear a lot about parking lot meetings and how people will say, you know, we had a great board meeting and then everybody went in the

14:47   parking lot and now we're here a month later and it's completely different than what we discussed last month. I think

14:55   one of the things that I've been really uh blessed with over the last seven years is that our board, they all live in different communities. So the the

15:03   opportunities for those parking lot meetings, they are pretty greatly dissipated. And then an average meeting for us is about six to eight hours. And so they're all ready to get on the road.

15:13   They [laughter] might uh they might catch up and visit about, you know, state baseball or something, but they're not they're not diving into or rehashing some of the

15:21   things that we've gone over at a board level, which I think is very helpful.

15:25   But if you're seeing those types of challenges too, I think it's really important to address that and have that come from your board chairman so long as

15:33   your chairman's not participating in the issue or isn't the issue to remind everybody that what happens in the boardroom, we might have different

15:41   opinions, but whatever takes majority rule or however your bylaws are written, we speak with one voice when we leave when we leave this room and that this

15:50   was a discrimination of the board as an entity. the parking lot meetings are drama and divisiveness and not healthy

15:57   for your fair going forward. And in regards to those bylaws, fairs have them, but they have to be cautious that

16:05   they actually read them, especially the new guys, and abide by them. I've seen a lot of fair boards that have a rule and

16:13   they just blow right through it. That's not good either.

16:16   Jay, why do you think that is? I think sometimes uh board members have been associated with their fair for such a long time that there's an unhealthy

16:25   sense of ownership of the event like it's their fair. It's their way of the highway. They're in control.

16:32   Everything's in their head when it's really not. So yeah, they have to be open to the discussions.

16:39   I think that's a really good point. The other thing that comes up for me when I think about like parking lot meetings, divisiveness within a board, I also,

16:47   this is a in direct comment to any fair managers out there. When your board makes a determination and you work at

16:55   the pleasure of your board and your job is to implement that even if it wasn't your position. I just want to validate.

17:01   I know that that can be incredibly hard and it can be hard not only for the manager who works directly for the board, but if you're bringing something back and then you're having to have your

17:09   team incorporate that, I I just want to validate. I think we've all been in those positions and that that can sometimes be ethically challenging or if

17:18   you disagree with it and you really you brought forward why you thought that this was the right direction to go and your board goes in a different direction. I I think that you've got to

17:27   give yourself some grace, too. and no different than board members having different opinions and then leaving that room and speaking with a unified voice.

17:34   You have to you have to incorporate what they've directed you to do so long as it's within the lines of the law. Um

17:42   and give yourself that grace that it wasn't your determination that your job is to make what they have directed possible. And if you ever get to a place

17:50   where you are no longer feeling like that's in alignment with you, there are lots of great opportunities out there.

17:55   Hey, the Wyoming State Fair is opening soon. But I I think that it's going to be something that we all face within different times in our careers where we're directed to do something that

18:03   would be out of our decision- making um if it were our private businesses too.

18:08   And that that can be that can be really challenging. That can be sort of disheartening when you're faced with that. But know that you've got some protection when it is a board directive.

18:17   And as you're going through those challenges and you're knocking just knocking them out and everything's going well, sometimes the success of a board

18:25   and the way you work can cause its own governance problems.

18:30   Yes. I I always uh think of the turtle in the hair.

18:34   Yes. where when things are rocking and rolling, you've got a strong manager, you've got, you know, you've got momentum, you've got a good staff, it

18:41   becomes really easy for a board to become either complacent or unintentionally disengaged because they

18:48   do not have to be. Um, when we see natural re-engagement happen, it's usually because there's become some type of issue within the fair. there's

18:57   something that's out of our control like a natural disaster or you've got turnover in high level leadership positions and the board has to get re-engaged or there's board turnover.

19:07   But I think that trying to figure out how to address that and depending on fairs that maybe you have committees or

19:14   you're meeting monthly, I I always think that it's appropriate for a fair manager in conjunction with their board chairman to assign some homework. You know, if

19:23   you're seeing that disengagement start to occur, we all can kind of know you you know these people well enough to say, "I know that this person is

19:32   incredibly passionate about the swine barn or that this person is really passionate about our rodeo or our demo derby. Let's figure out how to get them

19:40   re-engaged as individuals by giving them something that is going to ultimately help the fair, but that it can serve as a little bit of a passion project to

19:48   reinvigorate them, too. We've seen great success with that. It takes a little bit more management and elbow grease from the management side to get it off the

19:56   ground, but ultimately I think it saves them time, too. And it it makes your job easier when you have a board that's passionate and engaged for the most part

20:04   if they're passionate in a way that's constructive.

20:06   Yeah. I uh I sometimes catch myself referring to our board members affectionately as the sometimers club.

20:14   You know, they're they're thinking about the fair sometimes, once a month maybe.

20:19   Um, sometimes I'll just come to a meeting. I've known board members who have been on the fair board for years and been in those meetings and they haven't said one word the whole time.

20:30   And it makes me quite like, why are you here? I I don't understand. And if they're not engaged enough, then they're

20:38   they're not like you and I, we think about the fair 247. It lives in your head. You can't get out of it. you're always thinking, always being creative,

20:46   and these guys come in at the last minute just and it's like I I don't know where to go with that.

20:54   Yeah. A few thoughts I have on that.

20:56   When we're doing on boarding, I always ask new board members as to why they wanted to get involved. And sometimes they're

21:04   kind of shocked because I think that maybe it's the first time that they've really thought about the why of it all.

21:09   And that helps you as a manager too to know what was the motivator for your board members to be a part of something.

21:16   And sometimes it's answers that we don't love, right? Like sometimes it's because they want to grow their resume. They want to hold some type of political office or thinking about running for

21:24   city council or they're thinking about running for state representative role.

21:28   Like it can be those things that are not necessarily aligned with the values of the fair, but it helps you to understand where they're coming from. And then I

21:37   always recommend for fair managers or anybody that works for or reports to a board, I really recommend that you serve

21:45   on a board also. And so that way you can you can kind of feel out what is your time commitment to that other organization. How much time are you

21:53   spending thinking about that other organization? What has inspired or motivated you to get involved? and that you can see that from both sides because

22:01   I think that when it is your full-time job and you pour so much into it and you you have 10, 15, 20 bosses, it can be

22:09   really disheartening when it feels like you are the only one that cares. And so I think it's valuable to to have that different perspective from a board side

22:18   and from a staff side. And then for board members that are listening, if you've committed to something, show up,

22:25   be engaged, have a voice, support the organization, and know that you need to also put in some time just outside of those meetings, too. I uh used to work

22:34   with a coach who said anything that you're going to commit your time to in a meeting, in an office, commit one hour

22:42   of self-directed research for that. So, if you've got a two-hour meeting once a month, you should be doing two hours of preparation for that meeting, getting

22:51   your arms around the issues, coming back with questions, comments, how can you help, ideas that are going to help advance that organization, because I

22:59   think we've also all worked with board members that I think that they maybe lock in when they're in the room for that 90minute board meeting and then

23:08   they don't open that same notebook. They don't think about it again until the next month. And that shows and that's a type of disengagement and you're you're

23:16   holding somebody's seat that could be a really good board member. So you owe it to to the organization to show up and be a good board member.

23:23   Yeah. And that kind of leads me right into lesson number five, which is when there's behavior from a board that's

23:30   kind of like nonchalant and the sometimers club, they often jump right into micromanaging. And that's one of

23:38   the biggest peeves of fair managers that I'm aware of is to be micromanaged by guys who don't have as much I don't know

23:47   interest or involvement as you do and that causes friction between you and your board and your staff.

23:54   This is a lot easier said than done and especially if you've got a bad chairman.

23:59   But from a governance perspective, I would always go to my chair and say, "Hey, so and so is behaving

24:06   inappropriately." And this would also I would say directing staff also. If you ever have board members that are not only overstepping with you as their

24:15   executive, but also where they're starting to try to have conversations with staff members and try to circumvent processes. Um, if you've got a good

24:23   board chairman, and that's why it's so important to have a good chair and to really build that relationship, maintain that relationship with your chair

24:32   because it is the most effective if it's not you trying to have that discussion with a board member that's trying to micromanage, but if you're going to

24:40   their governance structure and then it's coming back from their board leadership.

24:44   I think that it's it's easier said than done because I think my natural reaction is to address it straight on. But that's actually just perpetuating that we don't

24:52   follow good governance. And so I have to take a breath and use that direction. Um I also at the end of the day they're

25:01   people and I want to know why. What are they trying to micromanage? And is there a reason why that's occurring? Is it somebody that's incredibly passionate

25:09   about a singular show or a singular singular element of what we do that they feel like it's been overlooked? And then

25:16   if so, I will always try to take the time to have those one-on-one meetings and and address it and say, "Here's what I'm doing as the executive for these

25:24   things. Here's the checks and balances." And maybe that's a little bit more than you really need to do, but if it's going to save you that time of dealing with

25:32   the micromanagement in the long run, I think it's time well spent.

25:36   Yeah. And the board has to be careful not to have too many chefs in the kitchen. The message coming from the board has to be consistent. Uh I've had

25:46   maintenance workers on the grounds that get told to put something here, then someone comes by an hour later says, "Who told you to put it there? It needs

25:54   to go over here." And somebody else comes behind them there. No, we need to do it this way. And there's too many mixed messages and it makes the employees pull their hair out.

26:03   Well, and as the manager side of this too, that's where you really need to have your conversations with your staff and say, "I I work for the board. They can fire me tomorrow if they want to.

26:13   You work for me." And so, if you're being directed, you can tell them, "No, I talked to I talked to my supervisor and they said this just to better

26:21   insulate your team, too, because not everybody signed up to work for the board, right?" And right, sometimes boards forget that. Sometimes

26:29   staff can forget that, but I think it's really important that we still keep always back to good governance. What is the structure supposed to look like? And

26:37   try to keep it as close to that structure as we possibly can.

26:41   Yes. And uh that also segus nicely into lesson number six. when you have

26:48   board members yelling at vendors or or treating your entertainers like they're third class help. I mean, they're there to help you and and you have this

26:57   attitude or you just you have board members behaving badly. How do we how do we get that corrected?

27:04   You know, this can show up in a multitude of ways. I've seen it where you've got board members who love the beer garden and that they if they were

27:13   not a board member, they would have been cut off kind of a thing. I've seen it where you've got board members who are trying to wheel and deal for discounts.

27:20   I've seen it where you've got board members who are just trying to throw their position around to be treated differently also. And so I go back to a

27:29   few things. Um once again, your governance structure. Does your board know how they vote a bad board member off the island? And do they have the gusto to do that if they need to?

27:40   Yeah. Also easier said than done.

27:43   Totally. Oh my gosh. I've in my entire career, I've only known of two board members who got voted off for their behavior and it was egregious behavior.

27:53   And so you got to you have to know what your what your repercussions are too of do you have anything that has a code of

28:00   conduct for your board members. I know right now we're just getting ready to do um conflict of interest disclosures for the first time here because we have more

28:09   families that are involved and we want to protect our board members and we want to protect their families because they wear multiple hats but we're figuring

28:17   out where the line is before anybody has the ability to cross it which I think is really healthy. um we're not always that lucky, right? And so when you have a

28:26   board member behaving badly, we also have to understand, is this a board action or is it a staff interaction

28:34   where there's been times in my career that I've had to address these types of situations where yes, that is a board member, but it is not the board and they

28:43   do not have the right to break rules, treat people badly. And so I've addressed those things one-on-one. Also, um I think the slipperiest slope about

28:51   all of this, you know, when we talk about the staff perspective is you work for them. And depending on the size of your board, depending on the politics of

29:00   your board, it can feel like you're putting your job in jeopardy when you're addressing that bad behavior.

29:06   And so I go back to if if this is a county appointed person, talk with the county. I had a a board member who was

29:14   with an allied organization that we work with a few years ago just go completely off on me. I mean, and it was it was

29:22   text text text text uh calls, emails, profanities for a youth centric organization. So, instead of me wanting

29:30   to do exactly what I wanted to do, which was send back a nice big text, I sent those screenshots directly to the commissioners that that person reported

29:37   for and they addressed it. And while that didn't feel as good and cathartic as what I would have liked to have said and done, uh it got the situation

29:45   rectified and it made sure that it could not happen again. And so sometimes you've got to you got to pick your battles to win the war. And as somebody

29:54   I'm a pretty zealous person. I care a lot. I'm passionate. And I've got a little bit of a not an attitude, but

30:02   when something is being done that's unjust, I have a very strong sense of justice. And it can feel better to react in that moment. But I really encourage

30:10   you to take a step back and if you know your governance structure, if you know the other organizations governance structures too, go to the person that can actually make a permanent lasting

30:19   impact and improve this once and for all.

30:22   There you go. And I'll leave you one last thought on that is don't avoid it.

30:26   You have to address it. You just can't say, "Oh, that's just Joe being Joe." So, um, with that, I just want to take one second to recognize our sponsor, our

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31:30   All right, welcome back. Lesson number seven. We just talked about what happens when the board members are behaving badly. But what happens when your

31:37   executives a little off the rail, a little too dictatorial, if you will. That's not neither of us, of course.

31:43   No, no. [laughter] You know, I I see this more often than I see board members behaving badly because

31:50   I think sometimes when you're part of a board, you end up with some cognitive dissonance and you go, gosh, that person is not behaving appropriately. They're

32:00   not doing what they say they're going to do. Um, and sometimes it's just attitudes, right? When you're an at will executive, if you're not the right

32:08   culture fit, if you're not good to work around youth and work around lots of passionate people and not always have those big reactions, I see a lot of

32:17   situations where it is probably time for that at executive to go find their next right job and that a board [clears throat] they

32:26   all know it too. They all know that they are struggling, that this is somebody that is not the right fit for the job, that they are behaving badly, that they

32:33   are overstepping their boundaries. And instead of addressing it or calling for

32:41   a termination, I see a lot of times where people will just wait cuz they don't want to be the first one to say it. Maybe they're scared that if they do

32:48   say something, nobody else will. And I I hate to say this because I love serving on boards, but there's been several boards that I have worked on that I've

32:56   been the one to call for, "What are we going to do about an underperforming or frankly sometimes just a non-performing executive?"

33:04   And it's crazy. There was one situation where I I said, "I think that we need to have a conversation about the dismissal

33:12   of this executive." and the the sigh of relief from the room to go, [sighs] we're so glad that you were the first to

33:20   say it. We've all known that this needed to happen for a very long time. Go. You guys, you have a fiduciary

33:28   responsibility as board members, but you also part of that is making sure that the brand and the organization are represented well and your job is to hire

33:37   that right person and if they're not the right person to go in a different direction. And so I think that sometimes we just become really avoidant when

33:44   we're board members because we don't want to be the person that is creating a huge ruckus. I think sometimes it comes down to gosh, who else is going to do the job? Who's going to be the interim?

33:54   H how much time is it going to take? It might be happening in summer where it's not the right time to do a dismissal.

34:00   But not addressing the problem, just like not addressing a board related problem is going to make that wound fester and fester. It's not going to

34:08   make it get better. And so the best advice I can give for board members that are listening here is one, talk to your executive. And

34:16   it's crazy. There was one situation where I I said, I think that we need to have a conversation about the dismissal

34:23   of this executive. And the the sigh of relief from the room to go, we're so glad that you were the first to

34:30   say it. We've all known that this needed to happen for a very long time. Go. You guys, you have a fiduciary

34:38   responsibility as board members, but you also part of that is making sure that the brand and the organization are represented well and your job is to hire

34:47   that right person and if they're not the right person to go in a different direction. And so I think that sometimes we just become really avoidant when

34:54   we're board members because we don't want to be the person that is creating a huge ruckus. I think sometimes it comes down to gosh, who else is going to do the job? Who's going to be the interim?

35:04   H how much time is it going to take? It might be happening in summer where it's not the right time to do a dismissal, but not addressing the problem just like

35:12   not addressing a board related problem is going to make that wound fester and fester. It's not going to make it get better. And so the best advice I can

35:21   give for board members that are listening here is one, talk to your executive if you have an issue and give them the path to success. If it's

35:28   something that you think can be fixed, have those hard conversations. If you have those hard conversations and things are still not being fixed, part of your

35:36   obligation as an effective board member is and your job is to hire that right person and if they're not the right person to go in a different direction.

35:45   And so I think that sometimes we just become really avoidant when we're board members because we don't want to be the person that is creating a huge ruckus. I

35:52   think sometimes it comes down to gosh, who else is going to do the job? Who's going to be the interim? H how much time is it going to take? It might be

36:00   happening in summer where it's not the right time to do a dismissal, but not addressing the problem, just like not addressing a board related problem is

36:08   going to make that wound fester and fester. It's not going to make it get better. And so the best advice I can give for board members that are

36:15   listening here is one, talk to your executive if you have an issue and give them the path to success. If it's something that you think can be fixed,

36:23   have those hard conversations. If you have those hard conversations and things are still not being fixed, part of your obligation as an effective board member

36:31   is to have those hard conversations and sometimes that results in going in a different direction.

36:37   It's almost as if we've scripted this whole thing, Courtney, because that leads right back into len number eight, which is have those hard conversations.

36:47   Nobody wants to upset the apple cart.

36:49   Nobody wants to offend their buddy or their family members or because you know an executive or a board member for years

36:56   they're like friends and so how do you how do you approach that delicately?

37:01   The most common thing I hear is I really like soand so as a person and I agree. I

37:09   I'm a very black and white person. I can care about you sincerely as a member of

37:16   our team, a board member, a contractor, and that still doesn't eclipse when it's time to have the hard conversation.

37:24   These are never going to be easy. And I'm not going to be able to to give you three steps to make a a hard conversation less difficult. But not

37:33   having it is not going to help you. It's so much easier said than done to go and have those difficult conversations to address the issues. But both from a

37:42   staff side and from a board side, we owe it to the organizations that we love, that we care about, that we're dedicating our times or our careers to

37:51   to have the gusto to to have those. And I'm usually the person that is the one to bring those up. Uh, I don't know that

38:00   it makes me the most fun board member, but it makes me very effective when I'm serving on boards to say, I we need to talk about this and we need to address

38:07   it and then we can heal from it and move forward. If we're having the same conversations multiple times, then I think that you're having a a discussion

38:15   that escalates into a more serious what are we going to do about this and less about here's how we fix it. But I I

38:23   think that really going into any conversation with grace, we we try to extend, you know, we don't always know what people are going through. Try to be

38:31   compassionate. Try to be kind, but it's not kind to know that there's an issue and not work together to fix it.

38:40   Yeah. And don't do it in public when they have a chance to be super embarrassed by it because a lot of times they don't even know it's coming unless

38:47   they get you come and say, "Hey, Joe, we need to have lunch." That's the code for, you know, you're out of here.

38:53   Agreed. Well, and the governance structure, it goes back to that, too, of saying, okay, can do we have the luxury of a private conversation and knowing what those those boundaries look like?

39:03   Because if you're in a situation where you've got an issue with your executive director, you know, you might be able to go into an executive session and not

39:11   have your executive in there, not have uh the public in there, not have to take as clear of minutes to be able to discuss what's next and then delegate a

39:19   couple of board members go and have that discussion with an executive or if you're having a challenge with a fellow board member, having a couple of board

39:27   members be able to go and address it with that that fellow board member rather than having to hash some of this stuff out in a public meeting. That is one of the challenging things about if

39:36   you're county, city, state is that you do have a lot of sunshine laws which generally are really good and they're there to protect everybody, but it can

39:44   make for some some really awkward conversations if you're addressing these with a full board and potentially, you know, you've got your local newspaper there, you've got recordings of it.

39:53   That's not the time and place if you can help it. You're not always going to be able to help it. Sometimes these are going to escalate to a full board conversation, but if you can mitigate

40:01   some of those beforehand by knowing that these discussions need to occur, but that you'd rather keep them away from that public structure while you're

40:10   trying to do essentially rehabilitation, I think that that's a really kind way to approach these challenging discussions.

40:17   That certainly is. And that leads us to the big question is how

40:24   to self-correct some of the behaviors that boards are into now with a psychological safety and accountability

40:33   on their part. Can you expand on that kind of concept?

40:37   I can. I think that it's it's easier when you've got a couple of ringers in your board. Who are the people that you go to naturally? And I say this while

40:47   also saying don't get involved in your own board politics. Like don't pick sides. But there's definitely I know which board member I'm going to pick up

40:55   the phone and call and say, "Hey, we're having issues with so and so. They've overstepped boundaries of the board of board policies here and here. At our

41:04   next meeting, will you please bring it up?" Because it is so much more impactful when it's peer-to-peer also and when it's done in a way that is PC.

41:14   And so then you don't know who all knows about a situation going into it. You're not berating somebody, but that

41:21   accountability of there's eyes on all of us. We are public officials selected to

41:28   help guide this organization. We have the rules. We've got the regulations.

41:33   And then we can also remind each other that that accountability. And then it's like any other muscle where if you're being course corrected time and time

41:41   again, you're going to build the understanding of where the line is and you're going to get better at not crossing it.

41:49   So those lines, they're established. But when you have a board that has a father,

41:57   daughter, uncle, cousins, best friend, next door neighbor, best buddies from college, they don't want to argue with

42:05   their daughter at the board table. And this is why I think a lot of the the meetings that I've been in where you have board members that just don't say

42:13   anything. They just listen to one the the type A personalities on your board. Take control. Whatever they say goes.

42:20   The others are just there to go, "All right, nay." In fact, I don't think I've ever heard an A. They're just always the

42:27   go-along crew. So, it's not a good idea to have friends and and family. I know

42:35   boards at some stuck with that because nobody else wants to participate.

42:40   or I have a board where there's only six out of 15 because nobody likes those six. So, how do you get these

42:47   discussions going when you have those kind of relationships within the structure of the board?

42:53   You know, in Wyoming, there's about 590,000 people in the whole state. And so, when we are producing the state

43:01   fair, it's like the Kevin Bacon game. Everybody is connected to everybody.

43:07   Yes. And so it's so much harder here cuz I I always worked in large enough areas where it could be like, okay, nope, we have a clear nepatism policy. We've got

43:16   a clear um friendship policy, relationship policy, and you can keep those lines a little bit more segmented.

43:24   Here, I have had to really change my approach because there are so many times where this person is the cousin of this person who's also a state representative

43:31   and this person's connected to a board member. And so I think that it really goes back to know those bumpers and then if you start to see a need to build new

43:40   bumpers like what we're working on for conflict of interest. I think that that goes a long ways without having to be

43:47   quite as black and white. But then if you've got somebody that is in a particular situation, those reminders from your board chairman or even staff

43:55   if it needs to be of these are times that we need to have this person and this person recuse themselves to protect them and to protect the organization.

44:04   the right the perception of a conflict of interest is a conflict in itself sort of mentality and make sure that you've got a few good board members that can

44:12   help lead by example because I I don't know especially with how intimate some of our a communities are across the

44:19   country. It's not always avoidable to have family members connected or to have people that are very close that go back

44:28   years and years before their involvement with the state fair. So, I think it's building those best practices of if we're going to allow those types of

44:35   situations to occur. How do we make sure that they can't color outside the lines or do anything that looks like they're coloring outside the lines as well?

44:43   Right. So outside the lines sometimes just as perspective uh I have a fair where the community is riing up against

44:52   the fair because they think the family may be doing some shenanigans because it's it's all familial and they think

45:01   that that's something something funny going on there. So, as a perspective, how do you make sure the public understands that your board even though

45:09   it has these relationships, it's still kosher transparency? I think uh you know, I I

45:16   know one fair that 10 years ago or so they had 16 family members that all worked at the one fair. So, it looks bad

45:24   optically, right? You know, we've got an optics issue. And then when you would peel back the curtain, all the family members were being paid more hourly

45:32   rates than the non-family members. So then not only do you have an optics issue, you have a legitimate issue of nepotism. And so this is where if you've

45:40   if you know that your community is upset and if you've got the receipts, it's going to come back down to transparency of you probably need to publish

45:48   something that shows here's how everything is above board or if there's things that are not above board, you need to bring those to your board of directors to be transparent. Ratify it.

45:58   There might be consequences, but that's the only way that you're going to build back that trust with your community is the transparency. There's still going to be people that are going to have their

46:07   own opinions about any of us, any of our fairs, any of our organizations, and try to spread that misinformation. That's really important that we are doing

46:15   things that are going to help protect our own facts and that we're sharing those facts. And then it's as simple as if these are board members, making sure

46:23   that you're posting your minutes and that those minutes are clear and that they're showing that those board members are accusing themselves of anything that could be a potential conflict. So that

46:32   way at least the documentation is there for the people that want to have the correct and accurate information. And if you're listening to this now and there's

46:39   something that your fair is doing that is not totally above board or not correct, fix it. You know, this is the best time for you to address it headon.

46:49   Work with it your board. Make policies and procedures that help protect the longevity of the organization. I don't expect any of us to be perfect, but I do

46:58   expect that once we realize that something could be done better or differently that we're taking those strides to correct the action.

47:05   Excellente. And with that, I just want to let people know that this show is not possible without the financial support of our friends at Pilot Rock. So,

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47:58   All right, Courtney, we're back. And roles of your board members. What is your role and what is not your role? Is that an easy question to answer?

48:08   It is not an easy answer. I think that if we were a different type of an industry, it would be right. We could say your role is 30,000 ft. It's to be

48:17   the governance. uh you are the you are the visionaries and then you give your staff directives and they implement those directives. In the fair space

48:26   that's not the case because right we might have a board member who's also on the junior livestock committee. We might have a board member who's also involved in some way shape or form with something

48:34   else at the fair. So it's it's just not that clear or that clean. And especially if you're a volunteerrun fair, your board members are also the people that

48:43   are actually working board that's out there doing the work. They they might be the committee chair of concessions or the committee chair of the rodeo. And so

48:50   for us, I think that it's really important that each of our fairs, our staffs, our boards, they're having that conversation about what is your role and

48:59   what isn't. So that way we don't ask that question to 20 different fairs. And instead of them having 20 different

49:07   answers, which is fine because each fair is unique, that they just go, "We're not really sure. We don't know. We don't

49:15   know where the line is. Here's where we think it is. We should all be able to answer that. And so I can answer that for the Wyoming State Fair, our board is

49:22   a rule setting board. They're a policy setting board. And then I have authority of things up to $50,000. Anything over that is ratified by our board of

49:30   directors. I'm responsible for the oversight, the hiring, the management of our team and the day-to-day operations of the state fair. Anything that is

49:38   going to be a significant change to the overall organization of the state fair or the fair grounds would be a board determination that I would escalate to them.

49:47   That's ours. It's going to be different everywhere you go.

49:50   Do you think the quote working board model is turning obsolete? I mean, I got guys out there in the barns that are

49:58   going to have a heart attack. They they need to know when to say when. I They want to do it.

50:05   Yeah. I I worry I worry about that. You know, that's why I dedicate so much of my free time to succession and having

50:12   hard conversations. I don't think that the model is going to become obsolete, but I think that we've got to figure out how to build the bench cuz right now

50:20   there's not enough people waiting to waiting in the wings to help us make sure that we can continue with the type of structures that we've had for

50:27   generations. And that I lose sleep over that. I really I think that a working board when when you have a structure that supports

50:36   it can be amazing. I think it's also figuring out who are going to be those working board members 10 years from now, 20 years from now when you don't have

50:44   board term limits and you've got somebody that's been in their role for 40 years and they're about ready to be done but they don't know who's going to be there after them.

50:52   Yeah. So, that'll be another episode where we talk about where to find the next group of people and how to do that.

51:00   So, um, thank you for your time today, Courtney. We wish you the best of luck at NICA. I know your your family history and your experiences will be a huge

51:08   benefit to them. But I want to leave the audience with this thought from you. What do we take away from today?

51:16   What do we what's the biggest things we want people to remember?

51:20   One, I want to validate that both as a fair manager or as a board member, your jobs are not always easy. There's going to be a lot of days that they're kind of

51:28   thankless, too. But it is so, so important for volunteers, for staff members, for board members, for

51:36   committee chairs. It is so important the work that you're doing. Please keep doing it. Leave things better than you find them. You're there for the right

51:44   reasons. You love what you do. You love these organizations. Lead with that kindness. lead with that love and we can all work together to help leave the fair

51:52   industry in a better place for the future.

51:55   Thank you so much. Words of wisdom from Courtney Hinds. Courtney, thanks again. This has been the Fairgrounds podcast.

52:02   Thanks for listening. We will see you next time.

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