Debra McGuire of PDA

February 2026 Association CEO Conversation

Debra McGuire of PDA | February 2026 Association CEO Conversation

Debra N. McGuire, FASAE, MBA, IOM, CAE is President and CEO of the Private Directors Association, the only international association exclusively focused on improving private companies’ growth and sustainability through effective board governance. In 2023, Debra was recognized as an ASAE Fellow, an honor bestowed on less than one percent of association executives.

Editor’s Note: This conversation was audio recorded using Otter.ai on Zoom. The transcript was edited by Jeff De Cagna and reviewed for accuracy by Debra McGuire before publication.

Jeff De Cagna [JD]: Board performance is an ongoing issue in our community. Why do you think so many associations struggle with board performance challenges?

Debra McGuire [DM]: Boards have the potential to do great things through collective leadership, but I agree that there are reasons — some obvious and some less so — why boards struggle with their performance. The first reason is a lack of understanding among directors of their board roles, both individually and collectively. We often make an assumption that by the time someone has the opportunity to serve on a board, they know what the board is and what their role should be, and also how it operates differently as a governing body rather than an operational group. This is often an erroneous assumption that requires clear conversations and ongoing education about roles and responsibilities.

Another reason is the failure to set and agree on board service expectations to ensure everyone is moving forward together and in the same direction. A third reason is board composition, and there are questions we must ask: what is the right composition of the board? is it a representative body, and does it reflect real diversity? When it comes to selection, is the board an elected body that is voted on by members or appointed based on clear criteria related to director/officer skills and abilities? Do board candidates bring the right personal attributes to serve on a particular board, given where that board is and where it is going?

There is a fourth reason that I want to broach carefully because it relates to board members with their own politics and agendas. Unfortunately, this still happens on association boards, and it can lead to bad behaviors. The most egregious situation is when it is intentional. One could argue that it is unethical for people to bring their own politics or agenda to the role when the board’s purpose is to govern with collective wisdom for the benefit of the association.

One final reason is the lack of accountability. When association boards fail to clarify expectations, establish performance criteria, and evaluate themselves, there are no real external checks and balances on to monitor what they are doing. Association CEOs are evaluated by their boards, but CEOs typically do not evaluate board performance. There isn’t always communications going in both directions about potential problems and how to address them.

JD: These are excellent points with which I agree completely. At the same time, they are also enduring problems that have existed in associations for as long as I have been around. They are real issues, but they are not new. From your perspective, why have we not done more as a community to solve these problems when they are well known to us?

DM: I agree, but I don't have the answer. It is something I have wondered about myself, and perspectives on this question may vary depending on whether the CEO has been with one association for their entire career or worked for multiple associations and thus had different experiences. For the former group, it may be a non-issue. If they have worked with their boards for a long time, this concern may not be on their radar. As a part of the latter group, however, I definitely think we should do more to address these issues. It will be better not only for the association community to discuss these problems, but also for the health and well-being of CEOs who must be able to pursue their work in more meaningful ways and not just carry board performance on their shoulders as an unsolvable problem.

JD: You raise an issue that has been on my mind, which is how much burden association CEOs must carry because we are not establishing sufficiently high expectations for boards. When boards fail to perform, someone must fill that gap, and that person is the CEO. Some might argue that it is part of the job, but I am worried that it is becoming too big of a part. Consistently higher board performance could help reduce the already significant burdens that CEOs have to carry. It is just unhealthy to expect our community’s CEOs to carry so much more responsibility because boards cannot or will not elevate their performance.

DM: Absolutely. Many CEO colleagues have endured situations in which mental health issues became a factor, and it is very unfortunate to see talented colleagues who have so much to offer stepping back from the profession. I work in associations because I believe in the collective wisdom and sense of mission that drives the very critical roles associations play in our society. I have worked in associations for 35 years and what we're doing has become so much more difficult. Change is rapid and expectations have increased, as have the burdens. How much is too much to expect of one human being? The board is a critical component, but full boards don’t necessarily receive the education they need, so that's limiting as well. In fairness, how much should we expect of our boards when we aren’t giving them the knowledge and tools to be successful? It works both ways, and I do feel there is real opportunity for improvement.

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JD: In your CEO role, what is the bedrock principle you follow to build and sustain high board performance?

DM: It is about trust and respect. To get to mutual commitment, we have to communicate and collaborate. It is essential that the board and I complement each other without competing. It must be a win-win relationship and that starts with trust and respect.

JD: As a follow up, one of the reasons I wanted to include you in this edition is your role as CEO of an organization of board directors who serve a different organizational type, i.e., private companies. What do you think associations and their boards can learn from how private company boards function?

DM: Private company boards have very clear accountability to their stakeholders. In addition, most private company directors and officers are compensated, so there is not only the fiduciary relationship but also an obligation in another sense. I believe that makes a difference to some extent.

It is different for associations because we are working primarily with volunteers. I have been with some associations that provide stipends to board members, but most do not, although they may cover expenses. As much as I do not want to believe that lack of compensation is a factor, I do think it might make a difference in the level of commitment. Association board members have day jobs, family responsibilities, and other activities in their lives. The importance of volunteerism sometimes may be further down the list and may influence their commitment to board service.

I think that private companies do a good job of setting reasonable expectations for their boards around pre-meeting preparation, manageable agendas, and planned generative discussions. For these boards, time is money and they have to make the best use of the high-level individuals who serve, and those individuals are also trying to use their time wisely.

Another aspect I see in the private companies and executives with whom I work at PDA is greater foresight out of necessity. They must be very forward thinking to anticipate where their markets might be headed. Private company directors have a responsibility to the company for its sustainability and viability. In today’s marketplace, you can't afford to just stay current. You always have to be thinking further ahead to be entrepreneurial and innovate.

JD: How has your experience as a board director informed/influenced the approach you take with your board as CEO?

DM: I have seen excellent examples of board leaders over the years and, to be honest, some people who should never have been in their roles. Working with both types, I think the most important thing I learned is to build strong relationships. I cannot overstate the value of getting to know your board colleagues as people, where they are coming from, their personal goals, and how they operate. If you're going to work well together, you need to understand them and not assume you understand them. It helps in setting expectations and when having uncomfortable conversations about tough issues. Listening closely and communicating clearly with board members is essential.

We have already discussed the importance of board development to create clarity around what governance is, what it requires, and how it is different from operations. But even with that education, it is not realistic to expect that everyone on our boards will avoid crossing the line at some point. Sometimes, a board might need to be more operational, which was the case with PDA when the association began in 2014. Today, PDA has a professional staff team so differentiating between governance and operations is easier, but it still has required a transition.

One final point of learning I keep in mind is that each board is different. Even when just one or two people rotate, you cannot assume the new board will operate in the same way as the previous board. The arrival or departure of only one person can make a huge difference, and when board composition shifts, it is important to make sure everyone remains clear on organizational values, the strategic plan, and the board’s ongoing commitment to keep the association moving forward. The CEO and the staff team provide the vital continuity while the new board adapts to its role.

It is about trust and respect. To get to mutual commitment, we have to communicate and collaborate. It is essential that the board and I complement each other without competing. It must be a win-win relationship and that starts with trust and respect.

JD: The March edition of Association CEO Conversations will focus on artificial intelligence. What is your most significant concern about AI use in our community's organizations? What do you see as the most significant opportunity?

DM: I believe AI adoption will vary based on whether the association is serving an industry or profession, and the association’s stakeholders. These factors will help determine the policies, guidelines, and standards necessary to frame what is acceptable.

For me, the larger issue is how are we going to look at AI as a society and what the norms are going to be. For example, I don't think we have established a societal norm at this point that we want AI to augment, not replace, the value of human work. For the community that PDA serves, we are the authoritative voice in private company governance. We are known to be a reliable source and people look to us for information. I do not believe we can rely on an algorithm to “think” exactly as human beings can.

For scientists and other researchers, valid and reliable data is non-negotiable. Is AI valid and reliable? Can we rely on AI and have confidence it is correct? This is where I have a significant concern. There is no question that AI can create greater efficiencies and save time. AI also can help us manage data and identify patterns. I certainly see some AI use cases, but I am also concerned that we might choose to rely on it too much and diminish our relationships in the process. AI can take away the uniqueness of who we are as human beings, and it could limit our creativity and make things more cookie cutter. I'm not sure that's what we want as a society.

JD: If you were granted the power to change one thing about how association boards function today, what would it be and why?

DM: I have two potential changes if that’s okay. The first would be to create a system of checks and balances specifically for association boards of directors. The potential exists within our structures and systems for a single board director or officer to have too much power or control, and the lack of accountability we discussed can be problematic for associations.

We are always working to get the right people on our boards, but that does not always happen. I have worked with amazing boards, and I have also been part of some more challenging dynamics that were not beneficial to the association. Members are frequently unaware of how their boards are operating because there is no easy way to monitor what’s happening behind the scenes and often no reporting mechanism regarding board decisions. Clear checks and balances could help address these issues.

The second change I would propose is to address association CEO vulnerability. Even if a CEO has a contract, it is no guarantee they will be treated either fairly or well. Many CEOs leave their organization for reasons other than performance. It may be a personality issue or not agreeing with the direction the board wants to go. Once again, the lack of checks and balances is an issue. I have both seen and experienced the harm that happens in these situations.

JD: As a CEO, what guidance would you offer to board directors/officers about your role, their roles, and what it takes for an association board and CEO to build a more interdependent relationship?

DM: Regarding my CEO role, I try to make it look easy because that's what an effective CEO does. We do so because we know how important it is for the association to be run well, and we take that to heart.

But the role is not easy since every day is unique. I'm relying on 35 years of experience to make the best possible decisions for the association, manage varied and sometimes challenging relationships, and advance the association’s mission. It is important for boards to recognize this complexity, and it is not about seeking sympathy. It is about helping them understand that much is happening behind the scenes and to place their trust in that process.

In terms of directors and officers better understanding their roles, my advice is that they should work together for the collective good and operate within the governing body of which each person is an important part. They need to work with everyone on the board. Everyone is there for a reason, and we need to get everyone’s best effort. By building relationships within our boards — and between CEOs and boards — around candid communications, clear expectations, and genuine trust and understanding, we can make that happen.

Debra’s Powerful Quote

“We need unspoken norms to guide us, and it is crucial that people value them enough to uphold them. Norms operate much like the air we breathe—unseen yet critical for our survival.”

--Frank Sonnenberg, Values to Live By

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