Board Membership: A Privilege & An Obligation

1. Board Membership: A Privilege & An Obligation Presented to the NSFA National Conference April 25, 2013 Jessica White Associates

2. Learning Objectives • Key Roles of Board Members • Legal Duties of Board Members • Delicate Relationship of Board and Staff • Engagement of Board • Techniques for Improving Effectiveness • Questions and Answers

3. Background Questions • How would you describe the engagement of your board? • In which areas do board members need to become more active?

4. Mini-Board Assessment

5. Types of Board Members • Governing Board Members: Retain legal and fiduciary responsibility for the group • Advisory Board Members

6. Ways to Recruit Board Members • Use of a Board Grid • Development of Connections Throughout the Community • Networks • Corporations • Service Organizations • Chambers of Commerce • Leadership Programs

7. Board Service • Board service is both a privilege and an obligation. • “How do I carry out my obligation to the nonprofit?”

8. Key Duties of Board Members • Determine the organization’s mission and purpose. • Select the chief executive. • Support the chief executive and assess performance. • Ensure effective organizational planning. • Ensure adequate resources.

9. Key Duties of Board Members • Manage resources effectively. • Determine, monitor, and strengthen the organization’s programs and services. • Enhance the organization’s public standing. • Ensure legal and ethical integrity and maintain accountability. • Recruit and orient new board members and assess board performance.

10. First Duty Duty of Care: A standard to undertake duties (i) in good faith; (ii) with the care of an ordinarily prudent person in a like position and similar circumstances; and (iii) in a manner to be in the best interests of the organization. • Board members must be prepared and deliberate in their decisions for the organization.

11. Second Duty Duty of Loyalty: A standard of faithfulness to the organization. • Board members must give undivided allegiance to the organization when making decisions affecting the organization.

12. Third Duty Duty of Obedience: Board members have a duty to ensure that the organization remains obedient to its central purposes. • Organization’s purposes are outlined in the articles of incorporation and other governing documents.

13. Board Orientation A process to educate board members about the organization, its work, clients, and operations.

14. Key Factors in Successful Dance • Leadership • Process Skills • Reciprocal Roles • Respect • Accountability

15. Engagement of Board Members • Attend board and committee meetings on a regular basis • Ask relevant questions about work of the nonprofit • Give annual financial gift and obtain funds • Serve as a “walking billboard” for the nonprofit

16. “Should They Stay or Should They Go?” Premise: Board Members were recruited because you need their talents and connections. % of Board Truly Engaged: ____ % of Board Partially Engaged: ____ % of Board Not Engaged: ____

17. Techniques for Dealing with Non-Performing Board Members • List of Board Expectations • Attendance Guidelines • Responsibility of Board Chair • Responsibility of Executive Director • Documentation and Thank You

18. Executive Director – Working with the Board • Fosters honest communication with the board • Speaks with Board Chair about what’s working/what’s not working • Designs agenda with Board Chair and obtains input from board members

19. Executive Directors – Working with the Board • Serves as expert in the field and shares challenges and issues of work • Communicates assistance needed from the board • Respects the contributions of board • Does not babysit the board

20. Types of Communication Forms of Communication • Written • Oral • Nonverbal Types of Decisions • Complex • Controversial

21. Techniques to Improve Partnership • New Agenda: Strategic Initiatives, Resource Development, and Operational Reports • Focused discussions at Board meetings • Individual meetings with board members

22. New Minutes Format

23. Techniques to Improve Partnership • Financial education about nonprofit • Use of cash flow statements and monthly core operating expenses • Board preparation and presentation of committee reports • Annual board commitment to organization

24. Techniques to Improve Partnership • Summary of key board and staff commitments at end of board meetings • Active use of Board Recruitment and Retention Committee • Annual evaluation of board contributions

25. Key Question • “What am I doing between board meetings for the nonprofit organization?”

26. Summary • Board and staff are critical partners in the nonprofit • Board Chair and Executive Directors have key roles in engagement of the board • Open and honest communications are requirements

27. Homework 1) 2) 3)

28. Resources • www.boardsource.org • www.independentsector.org • www.nonprofit.pro • http://philanthropy.com/blogs/against-the-grain/are-boards-ready-for-next-generation-donor • Nonprofit Boards That Work, Maureen K. Robinson