Board Capacity Building, Candyss Bryant, Texas HIV/STD Conference
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    Board Capacity Building, Candyss Bryant, Texas HIV/STD Conference Board Capacity Building, Candyss Bryant, Texas HIV/STD Conference Document Transcript

    • The act/art of capacity building is to improve the quality of decision-making, program efficiency, and managerial performance in the planning and implementation of the organization’s mission. The result is more effective Setting the Stage organizations, services and programs. Capacity Building Ground Rules for Effective Groups Strategic Thinking to Achieve Effectiveness Great Organizations Why do People Volunteer & Join Boards? Governance and Management Legal Duties of a Nonprofit Board & Roles, Responsibilities & Expectations of Board Members Roles, Responsibilities & Expectations Officers of Officers, CEOS, Staff & Their Inter-relationship CEOs - Staff - Interrelationships Board Capacity Building Policies & Procedures May 25, 2010 Getting Board's Work Done Committees/ Working Groups 2:30 - 3:30 PM Sarbanes - Oxley Requirements & Implications Candyss Bryant Coordinator, ACC CCBNO Governance Committee cbryant1@austincc.edu www.nonprofitaustinorg Effective Board Cycle/ Board Recruitment Nonprofit Austin website - www,.nonprofitaustin.org Resources TANO website - www.tano.org IRS website - http://www.irs.gov/charities/index.html?navmenu=menu1 Board Governance Session.mmap - 3/4/2010 - Mindjet
    • 1 Board Capacity Building May 25, 2010 y , Facilitated by Candyss Bryant cbryant1@austincc.edu © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 2 © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 3 6 Rules to Effect Change Rule #1: Make things happen. There is no future in believing it can’t be done. Rule #2: Test prevailing wisdom. Rule #3: Link goals to plans for success. Rule #4: Make big plans. Plan small steps. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 4 6 Rules to Effect Change Rule #5: Involve others. People support what they build. Rule #6: Use what you know © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 5 The Challenge © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 6 We might as well go home. It’s obvious that this meeting isn’t going to settle anything. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 7 The Response © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 8 © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 9 A new Direction © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 10 © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 11 If you don’t know where you’re going, any path will th ill take you there Sioux Proverb © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 12 An effective board fulfills its mission if it: Has a clear sense of, and Communicates its values, vision and mission, Plans for the future, Achieves and measures results, Manages an active and informed governance structure Secures resources appropriate to its needs, Engages and serves its community (Chicago Grantmakers for Effective Organizations - CGEO) © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • Many effective groups have explicit ground rules that guide their behavior. When group members use these ground rules, they: Improve working relationships; improve group member satisfaction, improve the quality of their decisions, increase the commitment of members to follow through on those decisions, and decrease the time needed to effectively implement the decisions Valid information Free and informed consent Core Values Internal commitment Compassion I have some relevant information, and other people also have relevant information; Each of us may see things the others do not; Assumptions Ground Rules Differences are opportunities for learning; and People are trying to act with integrity given their situation 1 - TEST Assumptions & Inferences 2 - Share ALL relevant information 3 - Use SPECIFIC examples and agree on what IMPORTANT words mean 4 - Explain your REASONING and INTENT Ground Rules 5 - Focus on INTERESTS not POSITIONS 6 - Combine ADVOCACY and INQUIRY 7 - Jointly DESIGN next steps and ways to TEST disagreements 8 - Discuss UNDISCUSSABLE issues #9 - Use DECISION-MAKING RULE that generates the level of COMMITMENT needed excerpted Roger Schwarz, The Skilled Facilitator (San Francisco, Jossey=-Bass 2002) Facilitated by Candyss Bryant - Coordinator , Center for Community Based & Nonprofit Organizations at Austin Community College - www.nonprofitaustin.org - cbryant1@austincc.edu Gov--Ground Rules.mmap - 3/4/2010 - Mindjet
    • Step 1: Board Understand Its Roles and Responsibilities Define & Identify Stakeholders Step 2: Stakeholder Analysis: Most critical 5 stakeholders Identify & Understand Stakeholders Major interests & expectations regarding the future of your organization? Roots Values Step 3: Values, Vision & Mission Clarity Vision Mission Total success: what doing in 2012? Keep the Mission statement in mind Defining the Future What obstacles prevent doing now? Develop Organizational / Strategic Plan Step 4: Difference between a strategic & operational plans Organizational Objectives Achieving the Future Organizational Goals Strategies Develop Programs and Metrics Actions to be taken to achieve Step 5: Implement the Operational Plan Systems to facilitate & expedite follow through, reporting & accountability Leadership Agreement on Next Steps to Ensure Momentum and Follow Through Step 6: Continuous Assessment & Improvement Candyss Bryant Coordinator, Center for Community-Based & Nonprofit Organizations at Austin Community College (CCBNO) www.nonprofitaustin.org - cbryant1@austincc.edu BS-Strategic thinking Outline.mmap - 3/4/2010 - Mindjet
    • Being a Business? We must reject the idea – well intentioned, but dead wrong – that the primary path to greatness in the social sectors is to become “more like a business.” Most businesses – like most of anything else in life – fall somewhere between mediocre and good. Few are great. When you compare great companies with good ones, many widely practiced business norms turn out to correlate with mediocrity, not greatness. So, then, why would we want to import the Great practices of mediocrity in to the social sectors? Organizations Superior Performance It doesn’t really matter whether you can quantify your results. What matters is that you rigorously assemble evidence – quantitative or qualitative – to track your progress. Distinctive Impact What matters is not finding the perfect indicator, but settling upon a consistent and intelligent method of assessing your results and then tracking your trajectory with rigor. No matter how much you have achieved, you will always be merely good relative to what you can become. Lasting Endurance Enduring great institutions practice the principle of “Preserve the Core and Stimulate Progress”, separating core values and fundamental purpose (which should never change) from mere operating practices, cultural norms and business strategies (which endlessly adapt to a changing world.) Consistency distinguishes the truly great consistent intensity of effort, consistency with core values, consistency over time. Facilitated by Candyss Bryant - Coordinator, Center for Community Based & Nonprofit Organizations at Austin Community College - www.nonprofitaustin.org - cbryant1@austincc.edu Gov-Great Organizations.mmap - 3/4/2010 - Mindjet
    • 1 Legal Duties of a Board Member © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 2 Duty of Care/ Prudence Act in good faith With ordinary care “care that an ordinarily prudent person would exercise in a like position and under similar circumstances” In a manner they reasonably believe are in the best interest p of the nonprofit business judgment rule” Reliance Exercise By: • staying informed and asking questions • participating in board deliberations © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 3 Duty of Care/ Prudence What does it mean to act in good faith as a director of a nonprofit? Acting with honesty and faithfulness to the Director’s duties Acting without an intent to take advantage of the nonprofit Acting only after she believes she has sufficient information © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 4 Duty of Care/ Prudence What types of actions should a director take to demonstrate ordinary care in the performance of her duties on behalf of a nonprofit? Attend meetings Devote a reasonable amount of time to duties Review and understand materials Make informed decisions Ask questions Follow the bylaws and other corporate policies Document corporate decisions Take, review, approve and keep minutes © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 5 Review and approve annual financial statement Monitor corporate finances Expenditures for charitable purposes Expenditures of restricted funds Compensation of executives n the Best Interest of the Nonprofit Personal, business, Personal business or family interest must not prevail over the interest of the nonprofit Belief that action is in best interest must be reasonable © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 6 What does it mean to act in good faith? Acting with honesty and faithfulness to the Director’s duties Acting without an intent to take advantage of the nonprofit Acting only after she believes she has sufficient information The duty of prudence requires a trustee to exercise at a mmimum the skill of an ordinary prudent person. However, if a trustee has greater skill than others, he is under a duty to use such skill. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 7 Due Diligence The fanciest dive that ever was dove Was done by Melissa of Coconut Grove. She bounced on the board and flew into the air With a twist of her head and a twirl of her hair. She did thirty-four jackknives, b`ack flipped and spun," Quadruple gainered and reached for the sun " gainered, sun." And then somersaulted nine times and a quarter— And looked down and saw that the pool had no water. --Shel Silverstein © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 8 Practicality Invention by Shel Silverstein I've done it, I've done it! Guess what I've done! Invented a light bulb that plugs into the sun. sun The sun is bright enough The bulb is strong enough, But, oh, there's only one thing wrong …. The cord ain't long enough. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 9 Duty of Loyalty • being faithful to the organization • when making decisions, having undivided allegiance to organization’s welfare • By: • disclosing potential conflicts of interest & refraining from participating in both discussion & voting on matter in question • All Boards should have conflict-of-interest policies covering likely conflict situations • prior to the conflict occurring! © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 10 Duty of Obedience • Duty bound to be faithful to organization’s mission • No action taken that is inconsistent with mission • Based on right of organization’s supporters to know the purpose for which their donations are being used © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 11 Basic Roles of the Nonprofit Board Setting Organizational Priorities Providing Oversight Ensuring the Necessary Resources Excerpted from Berit M Lakey, Nonprofit Governance, Steering Your Organization with Authority & Accountability published by National Center for Nonprofit Boards © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 12 Setting Organizational Priorities Values, Vision, Mission Goals & Strategies Strategic Thinking / Planning Operational or Annual Planning © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 13 Setting Organizational Priorities Do all your board members know and understand your organization’s tax exempt status? To what extent is your board clear about what kinds of policies belong at the board level? What is your board’s role in the strategic planning board s process? How clear is your board about the organization’s mission, vision and values? How does your organization’s annual budget relate to the strategic plan? © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 14 Providing Oversight Financial Oversight Risk Management Program Monitoring & Evaluation Legal & Moral Oversight Executive Director Evaluation Board Self-Assessment © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 15 Providing Oversight What does your board do to make sure that all board members have a clear picture of the organization’s financial health? Considering your organization’s progress and activities, what are the risk factors that the board ought to take into consideration as it develops policies to safeguard the organization’s resources and to protect the people involved? How does your board seek to evaluate the quality of your organization’s program? © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 16 Providing Oversight How well does the board attend to its responsibility for conducting annual performance reviews for the chief executive? How does the board assess its own performance? © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 17 Ensuring the Necessary Resources Capable Staff Leadership Adequate Financial Resources Positive Public Image © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 18 Ensuring the Necessary Resources What policies has your board established concerning the financial resources the organization will or will not pursue or accept? How are your organization’s values reflected in its investment policies? What does your board do to ensure that the organization enjoys – and deserves – a positive reputation among its various constituencies? What role do individual Board members playing in resource development © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 19 To fulfill Roles, Board Members should: Serve as “ambassadors” for the organization Serve as volunteers for the organization Contribute financially & assist in obtaining financial & other resources for organization’s benefit organization s © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 20 To fulfill Roles, Board Members should: What does your board do to ensure that its members clearly understand their roles & responsibilities? Does your board have a conflict-of-interest policy? If so, how are board members made aware of its requirements? © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 21 Board’s Role is to Govern, Not Manage Organization By creating clear expectations for itself as a Board By creating c ea e pectat o s for the Executive y c eat g clear expectations o t e ecut e Director as the Board’s agent in conducting general management By structuring meetings to direct Board’s attention to matters of policy & strategy © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 22 Board’s Role is to Govern, Not Manage Organization By collecting feedback on the Board’s performance The issues covered today were (Trivial to Essential) The materials provided were (Worthless to Indispensable) Today’s discussion concerned primarily Operations Policy-Setting Decision-Making Strategy © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 1 Twelve Principles of Governance That Power Exceptional Boards Constructive Partnership Mission Driven Strategic Thinking Culture of Inquiry Independent Mindedness Ethos of transparency p y Compliance with Integrity Sustaining Resources Results Oriented Intentional Board Practices Continuous Learning Revitalization The Source 12 BoardSource 2005 © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 2 Principles of Governance Constructive Partnership Exceptional boards govern in constructive partnership with the chief executive, recognizing that the effectiveness of the board and chief executive are interdependent. Mission Driven Exceptional boards shape and uphold the mission, articulate a compelling vision, and ensure the congruence between decisions and care values. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 3 Principles of Governance Strategic Thinking Exceptional boards allocate time to what matters most and continuously engage in strategic thinking to hone the organization’s direction. Culture of Inquiry Exceptional boards institutionalize a culture of inquiry, mutual respect and constructive debate that leads to sound and shared decision making. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 4 Principles of Governance Independent Mindedness Exceptional boards are independent-minded. When making decisions, board members put the interests of the organization above all else. Ethos of transparency Exceptional boards promote an ethos of transparency by ensuring that donors, stakeholders, and interested members of the public have access to appropriate and accurate information regarding finances, operations, and results. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 5 Principles of Governance Compliance with Integrity Exceptional boards promote strong ethical values and disciplines compliance by establishing appropriate mechanisms for active oversight. Sustaining Resources Exceptional boards link bold visions and ambitious plans to financial support, expertise, and networks of influence © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 6 Principles of Governance Results Oriented Exceptional boards are results oriented. They measure the organization’s advancement towards mission and evaluate the performance of major programs and services. Intentional Board Practices Exceptional boards intentionally structure themselves to fulfill essential governance duties and to support organizational priorities © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 7 Principles of Governance Continuous Learning Exceptional boards embrace the qualities of a continuous learning organization, evaluating their own performance and assessing the value they add to the organization. Revitalization Exceptional boards energize themselves through planned turnover, thoughtful recruitment, and inclusiveness. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • Officers of Board or of Membership supervise and control the affairs of the Corporation preside at all board meetings and shall exercise parliamentary control President serve as an ex-officio member of all standing committees with the advice of the Board of Directors and in accordance with the requirements of these bylaws, set the agenda for each meeting of the Board of Directors act in place of the President in the event of the President's absence, inability, or refusal to act, and shall exercise and discharge such other Vice-President(s) duties as may be required by the board. serve as parliamentarian and interpret any ambiguities of thr bylaws shall take or ensure that someone takes minutes of all meetings of the committees and Board of Directors, and shall keep copies of all minutes at the principal office of the Corporation shall attest to and keep the bylaws and other legal records of the Corporation, or copies thereof, at the principal office of the Corporation shall keep a record of the names and addresses of the Directors at the principal office of the Corporation with the approval of the Board of Directors, set up procedures for any elections held by the Corporation shall keep a record of all votes cast in such elections Secretary ensure that all records of the Corporation, minutes of all official meetings, and records of all votes, are made available for inspection by any member of the Board of Directors at the principal office of the Corporation during regular business hours shall see that all notices are duly given in accordance with these bylaws or as required by law shall see that all books, reports, statements, certificates, and other documents and Officers records of the Corporation are properly kept and filed In the case of the absence or disability of the Secretary, or the Secretary's refusal or neglect to fulfill the duties of Secretary, the Vice President shall perform the functions of the Secretary. will have charge and custody of all funds of the Corporation will oversee and supervise the financial business of the Corporation will render reports and accountings to the Directors as required by the Board of Directors shall give to the Corporation a bond with one or more sureties for the faithful performance of the duties of the office and for the restoration to the Corporation--in the case of his or her death, resignation, retirement, or removal from office--all books, papers, vouchers, money, and other property of whatever kind in his or her possession or under his control belonging to the Corporation. The amount of the bond shall be determined by the Board of Directors shall devise a plan providing for the acceptance and disbursement of all funds of the Corporation which shall be approved by the Board of Directors with the approval of the Board of Directors, shall set up all checking, savings, and Treasurer investment accounts of the Corporation and deposit all such funds in the name of the Corporation in such accounts Treasurer's signature shall be the authorized signature for all checking, savings, and investment accounts of the Corporation unless the Treasurer, with the approval of the Board of Directors, designates another member of the Board of Directors or employee of the Corporation as the authorized signatory for a particular type of disbursement shall prepare a monthly report for the Board of Directors, providing an accounting of all transactions and of the financial conditions of the Corporation shall keep all financing records, books, and annual reports of the financial activities of the Corporation at the principal office of the Corporation and make them available at the request of any Director or member of the public during regular business hours for inspection and copying Facilitated by Candyss Bryant - Coordinator, Center for Community Based & Nonprofit Organizations at Austin Community College - www.nonprofitaustin.org - cbryant1@austincc.edu Gov-Officers.mmap - 3/4/2010 - Mindjet
    • Internal Revenue Code Law & Regulation Business Organization Code - Title 2: Chapter 22. Nonprofit Corporations Creation & Governing Documents IRS 1023 Application Determination Letter Articles of Incorporation/ Certificate of Formation Bylaws Board Governance is the responsibility of monitoring, overseeing and providing direction for the organizations pursuit of its mission. Board/ CEO CEO/ Staff Getting Ensuring that the mission is accomplished and that all administrative, operational and service functions are in place to achieve the strategic Board directions sought. Also serve as experts on the agency purpose, work, Work clients and community needs. Done Policies & Procedures Governing Infrastructure Board of Directors CEO Executive Committee Committees, Task Forces/ Working Groups Organizational Maintenance Programs/ "lines of business" Strategic thinking/ planning/ study Advisory Council Facilitated by Candyss Bryant- Coordinator, Center for Community Based & Nonprofit Organizations at Austin Community College - www.nonprofitaustin.org - cbryant1@austincc.edu Gov-Getting Board Work Done.mmap - 3/4/2010 - Mindjet
    • Boards normally govern by establishing policies guidelines for how the Board members can best work together Articulates and defines important objectives, principles or values A policy is any written statement approved by the Limits or prescribes what kind of action will be taken in different situations board or by the membership that: Defines roles, responsibilities and authority Bylaws contain basic Policies and Procedures Organizational mission, objectives and values Role and responsibilities of the board Board decision-making and meeting practices (usually covered partially by by-laws) Conflict of interest Board member conduct Role, responsibilities, and authority of the executive director or CEO Policies Financial management & Board/ Organization Fundraising (including ethical considerations) Procedures Policies Advocacy and public education and Procedures should be set for: Accountability to members, stakeholders and community (may be partially addressed by bylaws in references to annual general meeting and annual financial report) Board nomination process Document Retention or Destruction Treatment and protection of consumers, customers, clients or users Personnel, hiring and other human resource practices Harassment policies Personnel Whistleblower policy Conflict of interest and confidentiality policies Policy Building Tool from Nonprofit Risk Management Center with TANO membership discount Facilitated by Candyss Bryant - Coordinator , Center for Community Based & Nonprofit Organizations at Austin Community College - www.nonprofitaustin.org - bsilverb@austincc.edu Gov-Policies Procedures.mmap - 3/4/2010 - Mindjet
    • Whistleblower Policy Ensure that there is written policy and procedures for submitting and investigating a report Document Preservation Ensure that written policy and procedures exist. Management and staff held accountable for compliance. Audit Committee Ensure that audit committee established and in place Certified Financial Statement Ensure that board and management receive accurate and timely financial reports on a monthly basis Accuracy & Timely Submission of IRS 990 form Actively oversee the preparation and submission of the 990. Ensure document presented to entire board with detailed explanations. Higher Level of Board Accountability Sarbanes-Oxley Requirements Upgrade and adhere to written policies on board membership requirements, orientation content, and performance expectations. Conflict of Interest Policy and Code of Ethics Ensures that all board members and senior management submit conflict of interest letters annually. Ensure that written code of ethics for board and senior management alike. Transparency at all Levels of the Organization Ensure that there are written protocols for the reimbursement of travel claims and other reimbursable expenses that are strictly enforced Internal Controls for all Departments Require management to demonstrate that internal controls are in place and enforced Consistent adherence to new policies and enforcement Board members and senior management are kept apprised of current developments in nonprofit management and legislation Excerpted from *Peggy M. Jackson, Sarbanes-Oxley for Nonpro fit Boards . John Wiley & Sons, 2006; Facilitated by Candyss Bryant, Coordinator, Center for Community-Based & Nonprofit Organizations at Austin Community College - cbryant1@austincc.edu - www.nonprofitaustin.org & President & CEO, Texas Association of Nonprofit Organizations (TANO) - barry@tano.org - www.tano.org Gov-SOX Requirements and Board Response (2).mmap - 3/4/2010 - Mindjet
    • 1 Governance Committee Help create board roles & responsibilities Lead the board in regularly reviewing and updating the board’s description of its roles and areas of responsibility and what is expected of individual board members. Assist the board in periodically updating and clarifying the primary areas of focus for the board, and help shape the board’s agenda for the next year or two, based on the strategic plan. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 2 Governance Committee Pay attention to board composition Lead in assessing current and anticipated needs related to board composition Determining the knowledge, attributes, skills, abilities, influence, and access to resources the board will need to consider to accomplish future work of the board. Develop a profile of the board as it should evolve over time. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 3 Governance Committee Pay attention to board composition Identify potential board member candidates and explore their interest and availability for board service. Nominate individuals to be elected as members of the board. In cooperation with the board chair, contact each board member eligible for re-election to assess his or her interest in continuing board membership and work with each board member to identify what he or she might be able to contribute to the organization. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 4 Governance Committee Encourage Board Development Provide candidates with information needed prior to election to the board. Design and oversee a process of board orientation, sharing information needed during the th early stages of board service. l t fb d i Design and implement an ongoing program of board information, education, and team building. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 5 Governance Committee Assess Board Effectiveness Initiate periodic assessment of board’s performance, and propose, as appropriate, changes in board structure and operations. Provide ongoing counsel to board chair and other board leaders on steps they might take to p y g enhance board effectiveness. Regularly review board’s practices regarding member participation, conflict of interest, confidentiality, etc., suggesting improvements. Periodically review and update board policy and practices. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 6 Governance Committee Prepare Board Leadership Take the lead in succession planning, taking steps to recruit and prepare for future board leadership. Nominate board members for election as board officers. © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 7 Checklist when considering prospective new board members Getting the “Right People” on board Wise selection of new board members is critical for the board of directors of every nonprofit agency. While every nonprofit agency needs financial support, wealth may be d i bl b b a desirable but not sufficient reason alone ffi i l for appointing new Board members. Excerpted from T. William Hall, Elinor M. Greenberg, Lois J. Zachary, Leading Effectively, Men and Women of the Volunteer Board Room (1987) © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 8 Selection of New Committee or Board Members Does the person have thorough knowledge of the organization If not, is the person educable? Is the person committed to the purposes of the organization? Is the person willing to give time? Does the person have special talents, needed by the board? Is the person willing and able to learn? © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 9 Selection of New Committee or Board Members Is the person reasonably articulate in speech? Does the person listen to others? Does the person respect the ideas and values of p p others? Is the person dependable/ responsible? Does the person have minimal ego needs? © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 10 Selection of New Committee or Board Members Is the person thoughtful in forming opinions and in making decisions? Is the person respected in the community? Does the person have a vision for the p p p purposes of the organization? Is this vision compatible with the vision of other board members? If not, can the person influence others in new, positive and creative directions? © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • 1 Achieving an effective high performing Board The Board Building Cycle, Board Source, 2003 © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College 2 Achieving an effective high performing Board Identify – Board Profiling Cultivate – Invite Interest Recruit – Invite Commitment Orient – Welcome to the Board Involve – Board Member Engagement Educate – Develop a Well Informed Board Evaluate – Board Reflection Rotate – Keep the Board Fresh Celebrate – Appreciation & Recognition Create Governance Committee to coordinate Board Building process © 2010 Center for Community-Based and Nonprofit Organizations at Austin Community College
    • From the Resource Collection of Center for Community-Based & Nonprofit Organizations at Austin Community College www.nonprofitaustin.org (512) 223-7111 ccbno@austincc.edu Board Development Assessment Tool  by the Learning Institute  Indicator  Done?  Needs Improvement?     None/NA  Some  Much  Internal Procedures              1. The organization has a clear sense of who they are and has spent  time thinking about the kinds of people they want on their board.           2. The organization has completed a formal review of its current  board profile and has identified deficiencies (ie using an instrument  such as the board profile worksheet).              3. The organization has identified individuals that have the  characteristics that are lacking on the board and have developed a  recruitment strategy.              4. The organization has a nominating committee in place.              5. Have there been any major changes in the mission of the  organization that might require a change in the make‐up of the  board?              6. The organization and governing board have spent time talking  about the advantages of having a diverse board.              7.  The organization cooperates with other nonprofits in the  community in the development and maintenance of a board bank.              8. Potential board members are recruited from within the  organization (volunteers, past employees, members, etc.) as well as  outside the organization.              9. The board chair and staff (if any) have developed "tools" that  keep board meetings interesting, fun and productive.  Meetings are  evaluated for productivity at least occasionally.              10. Board members serve without payment unless the agency has a  policy identifying reimbursable out‐of‐pocket expenses.              11. Board members are accessible to stakeholders and to staff  (volunteer and paid).              12. The Board plays an active role in developing and reviewing a  strategic plan for the organization.              Operational Procedures              1. The roles of the board are clearly stated and communicated.   Board members commit to those responsibilities by signing a board  commitment letter.              2. Board meetings are well attended.              Board Development Assessment Tool               Page 1 of 3 
    • 3. When a board member misses a board meeting without  announcing a reason, another board member or the director of the  organization calls them.              4. Potential board members are interviewed before they are asked  to serve.              Indicator  Done?  Needs Improvement?     None/NA  Some  Much  6. The board has a nominating process that ensures that the board  remains appropriately diverse with respect to ethnicity, gender,  economic status, culture, disabilities, age, skills and/or expertise.              7. Each board member has a board operations manual that  summarizes responsibilities (including job descriptions for officers)  and operational procedures.  This manual includes a copy of the  organizations bylaws.              8. The number of current board members is consistent with what is  required in the bylaws or state statutes.              9. The board reviews the bylaws on at least an annual basis.  Bylaws  should clearly state the organization's purpose, service area, defined  members, defined board of directors, specific meeting guidelines,  defined officers, defined committees, guidelines for amending  bylaws, guidelines for dissolution of the organization, guidelines for  financial and legal procedures.              10. The board has developed an annual meeting calendar with tasks  that routinely need to be done at specific board meetings….i.e.  review bylaws in November, Prepare for Audit in August,  Nomination Committee prepares slate of nominations in July, etc.              11. The board has a policy and procedure for handling urgent  matters between regularly scheduled meetings.              12. The organization maintains a conflict‐of‐interest policy and all  board members and staff review and sign to acknowledge and  comply with the policy (Could be a part of the board commitment  letter)              13. The board has a written policy prohibiting employees and  members of their immediate families from serving as board chair or  treasurer.              14.  All board meetings have written agendas and materials that are  given to the board in advance of the meetings.  Board  reports/minutes are recorded and action taken on the minutes of all  meetings.               Fiscal Management              1. Board members have made a strong individual financial  commitment to the organization.              2. The board takes the leadership role in fundraising and financial  management.              3. The board oversees the annual audit and uses it to strengthen the  organization's financial policies.              Board Development Assessment Tool               Page 2 of 3 
    • 4. The board is doing a good job of insuring that the organization is  fulfilling its regulatory and financial requirements.              5. The board prepares a budget (based on a recommendation from  the executive director if one exists) which allocates funds to the  major priorities identified in the strategic plan of the organization.              Indicator  Done?  Needs Improvement?     None/NA  Some  Much  6. A financial plan has been developed to endure financial stability  for 3‐5 years and is consistent with the organization's strategic plan.              7. The board involves individuals most knowledgeable about  programs/activities in preparing the budget.              8. The board understands the annual budget.              9. The board reviews monthly reports of expenditures and revenues.              10. The board compares actual revenues and expenditures to  budgeted revenues and expenditures on a monthly basis.              11. Adjustments to the budget during the year are made based on  actual or anticipated changes.  The board approves all  adjustments/revisions to the budget.              12. The current budget information is used as a base for future  budgeting, board meetings….i.e. review bylaws in November,  Prepare for Audit in August, Nomination Committee prepares slate  of nominations in July etc.              Board Development Assessment Tool               Page 3 of 3