Is your non-profit board more like the grasshopper or ant?

marshmallow1As I explained in last week’s post titled “Should you administer the ‘Marshmallow Test’ to new non-profit board prospects?,” I’ve been traveling a lot lately, which means I’m looking for good books to read at the airport and on the airplane. The newest eBook on my iPad is “The Marshmallow Test: Mastering Self-Control“written by researcher Walter Mischel. This book is all about individual human behavior, but I find myself thinking a lot about non-profit organizations while turning the pages.
For example . . . let’s look at Chapter 6 — “Idle Grasshopper and Busy Ants
I’m sure most of you know Aesop’s fable about the grasshopper and the ant, which is all about the virtue of hard work and planning ahead. Mischel uses this classic story to frame his Marshmallow Test work around immediate rewards versus future rewards and what it tells us about people and their future.
While reading this chapter I couldn’t help but think about non-profit boards and the decisions they make pertaining to saving for a rainy day and building a “rainy day fund“. I’m sure this idea is top of mind for me because a number of my current clients use “number of days cash on hand” as a key performance indicator (KPI) to measure their agency’s financial stability. In fact, right before cracking this chapter of the book, I was visiting with a client who has less than a month of operating cash in the bank, and they are working through ways to grow that number.
Whenever working on issues like “number of days cash on hand,” my thoughts often wander to questions like:

  • Why do some board volunteers make decisions in the non-profit boardroom that they wouldn’t dare make in their own corporate boardroom?
  • Why does building a rainy day fund of 3-, 6- or 12-months feel wrong to so many boards?
  • Why are some non-profit boards so focused on today and less focused on tomorrow?

THEN IT HIT . . . after reading the following sentence on page 61:

“There’s no good reason for anyone to forego the ‘now’ unless there is trust that the ‘later’ will materialize.”

I read this sentence over and over again, and then I wondered the following things:

  • Could this mean that your non-profit board of TODAY doesn’t want to save for a rainy day because they can’t visualize (and don’t trust) the agency’s non-profit board of tomorrow?
  • Could it mean the board doesn’t have faith in their policies, processes, procedures and practices for bringing on the next generation of board members? Will the future board be good stewards of the rainy day fund?
  • Could it mean the board doesn’t have faith in who the next executive director will be and whether or not they will see the rainy day fund as an excuse to relax fundraising efforts?

TRUST

Wow! It is all about trust and the uncertainty of the future. DUH!
Of course, this begs the question: “What can we do TODAY to build trust among board members in what future boards look like and how they will act?
grasshopper and antI believe the answer is as simple as evaluating what “The Ant” would do if they were a member of your board of directors.
I think The Ant would build a strong Board Governance Committee that would take the following roles/responsibilities very seriously:

  • Board Roles and Responsibilities
  • Board Composition
  • Board Knowledge
  • Board Effectiveness
  • Board Leadership

I think The Ant would invest in development of policies to help guide future boards such as:

  • bylaws
  • investment policies
  • resource development policies
  • board development policies

I also think The Ant would roll policy development into planning projects such as:

  • long-range plan
  • strategic plan
  • board development plan
  • resource development plan
  • succession plan

Reading this chapter also took me back to what I said in last week’s post about administering The Marshmallow Test to prospective new board volunteers. For example, I’m left wondering how many “Ants” versus “Grasshoppers” sit on your board of directors? Does your board governance committee look at this dynamic when conducting its annual gap assessment? Should it? If so, how?
Please scroll down and use the space below to share your thoughts and experiences with regard to the questions I just posed in the previous paragraph. We can all learn from each other.
Here’s to your health!
Erik Anderson
Founder & President, The Healthy Non-Profit LLC
www.thehealthynonprofit.com 
erik@thehealthynonprofit.com
http://twitter.com/#!/eanderson847
http://www.facebook.com/eanderson847
http://www.linkedin.com/in/erikanderson847

Attention board members: Beware of staff complaints about the executive director

pandoras boxIf you Google the definition of “Pandora’s Box,” the all-knowing internet oracle says the term means: “a process that generates many complicated problems as the result of unwise interference in something.” I love this expression, and I used it a few months ago when talking to the board president of a non-profit organization who was describing to me how they were handling a complaint about the agency’s executive director.
In a nutshell, the board president in question was approached by a staff member with a complaint. The board president asked the staff member to put the complaint in writing and agreed to take it to the entire board of directors.
While on face value, this might make sense because the executive director works for the board. I believe this opens the flood gates, and anytime staff have an issue they will now likely circumvent the executive director and go straight to the board.
My advice?

Don’t undercut your executive director like this. You might as well fire them if this is how you’re going to manage them.

With that being said, I bet there are many of you who are wondering what the right course of action should be. After all, it is a fiduciary responsibility of the board to hire and manage the executive director.
Here is how I suggest the board handles all staff complaints pertaining to the executive director:

  1. Immediately ascertain if the executive director has done something ILLEGAL, UNETHICAL or VIOLATES AN AGENCY POLICY.
  2. If the issue rises to the level of illegal, unethical or policy-related, reach for a bottle of Maalox or Pepto and ask for staff to put it in writing (and if illegal call the police and an emergency board meeting immediately!). Or more importantly, follow the written process if you one.
  3. If the issue doesn’t rise to this level, then politely turn them around and ask them to try working it out directly with the executive director. Explain that there is a process to follow and it starts with trying to first work it out with the boss. Empathize with their situation and express confidence that it can be worked out. Walk them through your agency’s policy/procedure. Explain the circumstances of when they might submit something to the board in writing after they try to work it out with the executive director (e.g. retaliation, etc). Be transparent. Be genuine. Empathize. But draw the line clearly.
  4. Circle back around to the executive director. Be transparent about what happened. Encourage them to work things out. Remind them of the importance of staff morale and the power of team. Remind them to stay within the agency’s policy boundaries. Express confidence in their abilities to solve the issue.
  5. Prepare for the worst case scenario.

Please don’t misread what I’m saying here. I did not just tell board volunteers to wash their hands of staff complaints unless it rises to the level of “illegal, unethical, or policy violation“. What I am saying is . . . not all complaints are equal and the ones that don’t rise to the level of illegal / unethical / policy violation should be handled in a way where you’re not undercutting your executive director.
Because . . .
If you choose to allow staff to circumvent the board’s one employee — the executive director — then you’re opening Pandora’s Box, and I guarantee that you won’t have an executive director for long. You will either fire them or they will quit.
There are some assumptions that I’m making about your agency when writing this blog post such as:

Let me bottom line this complicated issue:

  • You don’t want to undercut your executive director
  • You don’t want to abdicate your fiduciary responsibilities to supervise the executive director and ensure the agency is well-run
  • You want to think these things out in advance — proactive and not reactive
  • You want written policies and procedures in place and you want to follow them (don’t be arbitrary or capricious in enforcing the rules)
  • You don’t want to put the agency in a position to get sued

Is that it?
LOL . . . yeah . . . that’s it. Good luck!
Since we can all learn from each other. Please scroll down and use the comment box below to share your thoughts and experiences on this topic. Please also feel free to point your fellow non-profit professionals and board volunteers to awesome samples and online resources to assist them in managing risk.
Here’s to your health!
Erik Anderson
Founder & President, The Healthy Non-Profit LLC
www.thehealthynonprofit.com 
erik@thehealthynonprofit.com
http://twitter.com/#!/eanderson847
http://www.facebook.com/eanderson847
http://www.linkedin.com/in/erikanderson847

How much time are you asking for from your board members?

timeI ran across an old board development handout the other day, and it made me laugh. So, I decided to share its essence with you today and ask for your thoughts and opinions. The handout started off with the following two sentences (and I’ve changed the names to protect the innocent):

Of the 8,760 hours that make up a calendar year, ABC agency only asks for 100. These 100 hours, if properly utilized, can help save and/or enhance the lives of hundreds of people in our community.

From this point, the rest of the document actually attempts to breakdown how much time will be spent doing specific things. The following are the categories of activities and estimated hours that were included on the board development handout:

  • 14 hours attending meeting (e.g. board meetings, committee meetings, fundraising events and planning meetings, etc)
  • 20 hours influencing (e.g. advocating for the agency with decision-makers and opinion-shapers such as city council members, United Way trustees, community leaders, business leaders, etc)
  • 20 hours reading and responding (e.g. meeting notices and materials, emails, surveys, etc)
  • 6 hours guiding and planning (e.g. attending an annual board retreat and follow-up planning work session)
  • 20 hours fundraising (e.g. making phone calls, writing letters, sitting down with donors, etc)

They end with this deal closing verbiage:

The 100-hour year comes down to less than two hours per week in support of an organization that is making a vital difference. The commitment we seek is modest, but it is time well spent.

I read and re-read this board development tool and found the following questions floating around my head:

  • How many board members actually volunteer 100 hours during the course of a year?
  • Does the average board member’s volunteer hours really breakout like this tool suggests? If not, I wonder how they spend their time?
  • The phrase “if properly utilized” in the second sentence of the handout sounds like a performance metric for executive directors. Should this be incorporated in some way into a non-profit CEO’s annual performance management plan?
  • Come on! I’ve been in countless board and committee meetings in my life and if there are only supposed to be 14 hours dedicated to those activities, then lots of people are doing something wrong. How many hours does the average board member spend in just board meetings every year?

I’m just getting warmed up with the number of questions that came to mind, but I’m going to stop here because I want to hear what you have to say.
What is your reaction to this board development tool? What questions came to your mind when you read some of this content? If you had to guess, how many hours do your board members give to your agency? If you were given an opportunity to re-distribute these hours and change this tool, what would you change and why?
Please scroll down and share your thoughts in the comment box below. It will only take a minute or two, and we can all learn from each other.
Here’s to your health!
Erik Anderson
Founder & President, The Healthy Non-Profit LLC
www.thehealthynonprofit.com 
erik@thehealthynonprofit.com
http://twitter.com/#!/eanderson847
http://www.facebook.com/eanderson847
http://www.linkedin.com/in/erikanderson847

Just say NO to planning for the sake of planning

It happens all the time in my line of work. A new executive director or board president gets it in their head that they need a strategic plan because it “cures all that ails you“.  With this vision, they call a planning consultant to facilitate creation of this perfect solution. Of course, the problem is that . . .

Not everyone is ready for strategic planning

The other day I was clicking around the internet looking for readiness assessment tools to share with a client, and I came across a wonderful white paper published by the The Nonprofit Center at La Salle University’s School of Business. It identified the following five instances when many non-profit organizations tend to instinctively reach for the strategic planning tool and should definitely resist doing so:

  1. not readyWhen they are in (or starting to slide into) financial crisis
  2. When the board realizes the executive director “isn’t right” for the organization
  3. The board is fuzzy when it comes to their roles and responsibilities
  4. There is tension throughout the organization (either in the boardroom or on the front line)
  5. There is a pervasive attitude of “We don’t do it that way” or “We tried that and it didn’t work”)

When any of these circumstances are present, then strategic planning isn’t something you should engage in. Click here to read more of that article from The Nonprofit Center. They offer some nice solutions to each of these five situations.
Of course, even if your agency passes this initial test, there are still additional readiness questions you should ask before proceeding. The following are just a few questions I found online embedded in a survey tool developed by the Community Foundation of Monterey County:

  • Is our board proactive in preparing for the future instead of waiting for emergencies to react?
  • Are key community leaders and partners willing to participate in our planning process in a meaningful way?
  • Are the board and staff knowledgeable about current trends in nonprofit management?
  • Does our organization keep good records? Does it use data to support decision‐making?
  • Are board and management aware of the time and resources required to engage in meaningful strategic planning?

There are 10 other readiness assessment questions included in that tool. Click here to read more from the Community Foundation of Monterey County about strategic planning readiness.
questions2My advice to those of you considering a strategic planning engagement is:

  • ask yourself a few questions first
  • make sure the right people are sitting around the table for a potential planning engagement
  • engage a variety of key stakeholders in a collaborative discussion around readiness
  • do a little research about various planning models
  • develop an informed decision about which planning model fits your internal and external circumstances
  • if you decide to hire an external consultant . . . define the project, develop and RFP, and hire someone with experience using the planning model you’ve chosen
  • if you decide against strategic planning, what needs to happen to position the agency for planning and who is doing what and by when to address those issues

Are you considering strategic planning for your non-profit organization? What considerations are you weighing? Who is involved in this decision? Please scroll down and use the comment box to share your thoughts and experiences. We can all learn from each other.
Here’s to your health!
Erik Anderson
Founder & President, The Healthy Non-Profit LLC
www.thehealthynonprofit.com 
erik@thehealthynonprofit.com
http://twitter.com/#!/eanderson847
http://www.facebook.com/eanderson847
http://www.linkedin.com/in/erikanderson847

Non-profits need more board volunteers like Mike

advocacyAs many of you know from previous blog posts, I’ve facilitated a ton of “board roles and responsibilities” trainings this year. So, the curriculum is fresh in my mind, which is why what happened on my Facebook page a few days ago struck me as awesome. Before I tell you about what happened, let’s quickly recap the following key points with regard to board roles and responsibilities:

  • There is a difference between the board’s collective responsibilities and an individual’s roles
  • An individual board member is responsible for being engaged (e.g. attending meetings, reviewing materials, preparing for meetings, asking questions, etc)
  • Board volunteers should look for people in their circle of influence, who are interested in the agency’s mission, and engage them in volunteer and fundraising activities
  • Individual board members are asked to make financial contributions and engage in the organization’s resource development program
  • Board volunteers need to participate in planning activities (both for the board’s internal activities and the agency’s external direction)
  • Individuals need to find opportunities to talk about and advocate for their non-profit organizations (e.g. chamber after-hours, social parties, etc)

In a nutshell, non-profit boards collectively: 1) establish identity and strategic direction; 2) ensure resources; and 3) provide oversight. An individual board volunteer understands that apart from the board’s collective responsibilities their personal role at the boardroom table is: 1) being active and participating in the work of the board, 2) staying informed, 3) promoting the organization, 4) safeguarding ethics and values, and 5) upholding legal obligations.
OK . . . with this in mind, let’s commence with the Facebook story.
On Saturday, my partner and I realized we had fallen behind on picking the cucumbers in our garden. So, we decided to quickly do some harvesting before running off to a wedding reception. Little did we realize how crazy things actually were in our garden.

Twenty minutes later we were the proud owners of 25 pounds of cucumbers! 

After washing our bounty, we stacked the vegetables and I decided to take a stupid picture of my partner posing with the cucumbers in our kitchen. (See picture below)
IMG_20140726_162802596[1]
What do people do with these types of pictures nowadays? Of course, they post them to Facebook.  😉   And so I did.
In addition to the picture, I posted the following verbiage:

“OMG … This is after we gave a whole bag away to a neighbor.

Michelle Obama told the nation to plant gardens, but she never warned us about this.

Thank goodness that John Zawada learned how to can relish and pickles.

Eeeeeeeeek!”

Mike WarrenAt first, there were the comments ooooooohing and aaaaaaaahing over the silly picture.
Then there were those people who commiserated with our plight.
And then a friend of mine, who serves on a local non-profit food pantry board of directors weighed in and said the following:

You can drop the extras at Food for Greater Elgin when you have too much.

Now this might seem like a non-event, but this response did my non-profit heart good.
Why?
In my experience, I don’t see many board members advocating like this for their non-profit agencies. Of course, you see them standing in front of the city council advocating for a grant from time to time. However, I just haven’t seen many board volunteers advocating in smaller social settings (e.g. cocktail parties, social media, etc) for mission-related issues.
So, this morning I decided to use my bully pulpit to recognize this good deed and remind board volunteers that advocacy is one of their many roles and responsibilities. AND most importantly . . . advocacy doesn’t have to be standing on top of the mountain every day and shouting the praises of your agency. It can be as simple as commenting on a friend’s Facebook status when the topic aligns with your organization’s mission.
How do you provide support and encouragement to your agency’s non-profit board volunteers when it comes to advocacy?  Please share your thoughts and experiences in the comment box below.
Here’s to your health!
Erik Anderson
Founder & President, The Healthy Non-Profit LLC
www.thehealthynonprofit.com 
erik@thehealthynonprofit.com
http://twitter.com/#!/eanderson847
http://www.facebook.com/eanderson847
http://www.linkedin.com/in/erikanderson847

Does this story sound like any of your non-profit board volunteers?

Board Disengagement in Four Scenes

Guest Blog Post
By Dani Robbins reprinted with permission from Nonprofit Evolution blog
disengagedI received a call from a old friend (we used to be real close 🙂 ) who served on the board of a very prominent organization. This is the story she told me. I share it with you to both illustrate how easy it is to disengage good board members and how important it is to institute and follow good process.
Scene 1: The Invitation
The call came inviting my friend to serve on a very high profile board. She was a little surprised yet also very excited. She asked about expectations; she asked about commitment; she asked about orientation. She received what she considered to be reasonable answers and was told that a lunch to answer all her questions would be set. She said yes.
The lunch was never set. She was voted on the Board. The orientation was never held. She attended a retreat that set committee goals for the year.
Scene 2:  Year 1, Chairmanship
My friend was asked to serve as a committee chair and began immediately working to build a committee and meet the goals from the retreat. Every suggestion she made was shot down by the executive director. Every recommendation the committee made, with the executive director in the room, was challenged — and sometimes later changed — by the executive director. My friend, who talked to the executive director every time it happened, got to the point that she realized she was spending significant political capital, and consistently alienating the executive director, who had also been a friend, to accomplish something that no one else wanted. She finished her one year term as chair and gave up the role.
She thought the executive director was so happy to have her out of the role that it never occurred to him to ask why. It’s possible the remainder of the executive committee felt the same way; they didn’t ask either.
Scene 3: Year 2, Gamesmanship
My friend continued to attend board meetings, missing only one or two, yet every suggestion she made in the room, usually based on best practices in the field, was challenged by members of the executive committee. The suggestions she offered were later introduced by other committees as their own work.
My friend felt alienated and disillusioned, and while she loved the organization, she didn’t love her experience in governing it.
Scene 4: Year 3, Disengagement
The next retreat was set and a board survey was sent out. She was honest with her concerns and her experience. She shared that she was troubled that the board didn’t have a strategic plan and hadn’t set any goals for the executive director. She shared that it felt like the organization was governed by a select few and the rest of the board were just in the room. She voiced her concerns within the bounds of the survey questions.
The retreat agenda came out; it didn’t reflect any of the issues she raised. My friend described it as a meeting to set strategies for goals that did not exist, or at a minimum had not been communicated.
She continued to attend meetings and participate marginally. A few months before her term expired she sent a note thanking the executive committee for the opportunity and asking to not be considered for a 2nd term.
She may be one of the few board members in the history of this high profile organization, with its high profile board, who declined a second term.
No one asked why.
The Scenes that Didn’t Happen
My friend didn’t share her frustrations outside of her conversations with the executive director when she was a committee chair and inside the boardroom. She did share her suggestions within the boardroom but (possibly inaccurately) felt from the responses she got to her ideas that there would be nothing to gain from sharing her frustrations.
The executive director, with whom she did meet occasionally, never asked her how she was enjoying her term.  There was no conversation about her goals for service and if those goals had been met.
The board chair never called to check-in. Neither did the board development chair.  There was no assessment of her service or to gauge her opinion of board process.
The Lessons for the Rest of Us
Board disengagement happens while good, dedicated, people are focused on other things. It’s rarely intentional, and it is usually quite detrimental. It’s what stands in the way of our boards, and therefore our agencies, fulfilling our missions, which would be more easily accomplished if everyone was on point, on the team and moving the organization forward.
There are a few ways to avoid it.
Talk to your board members –- the ones you serve with or serve! Check in with each of them individually to see how they are enjoying their experience. If they have goals, find out if you are meeting them?  If they’re frustrated, find out if there are things you can do to address their issues? Find out if there are opportunities to improve board process.
Information is information. Ask the questions. Get the answers. Once you have the information you can decide what to do with it. It’s what we do with the information presented to us that separates the good leaders from the great!
Have you served on a board where you felt marginalized and ineffective? What did you do? What would you have told my friend? As always, I welcome your insight, feedback and experience. Please offer your ideas or suggestions for blog topics and consider hitting the follow button to enter your email. A rising tide raises all boats.
dani sig

How and when should a non-profit board go into executive session?

cone of silenceMore than a decade ago, I attended a BoardSource conference/workshop at Sears’ corporate offices in Hoffman Estates, Illinois. During one of the sessions, the trainer shared her teachable point of view on how often boards should go into executive session, which she explained was at the end of every meeting. I’m dedicating today’s post as a counter-weight to that practice.
If you are intrigued and want to learn more about this teachable point of view, click here to read a post written by Jan Masaoka on Blue Avocado. She does a nice job of making the case.
Of course, there is a flip side to this position.
Let me start by clearly saying . . .  I believe there is a time and place for a board to kick staff out of the boardroom and go into executive session. Here are a few examples:

  • when the board needs to discuss the executive directors compensation package
  • when the board is discussing the findings of an investigation involving the executive director
  • when the board wants to hear directly from the auditor (esp. when there might be financial oversight questions pertaining to staff)

There are a few other good reasons; however, there aren’t many in my opinion.
do not enterAfter attending the BoardSource workshops at Sears as a young and naive executive director, I brought a ton of good ideas back home with me and shared them with the Board Development Committee. One of those ideas was for the board to go into executive session as a regular practice at the end of every meeting.
At first, I found this practice preferable. It sure as heck was better than watching all of the informal “meetings after the meeting” that occurred in the parking lot. However, as time passed, I discovered that executive session had evolved, and board volunteers were now having discussions that I should be a part of.
Prior to implementing this practice, we didn’t have a discussion about what was appropriate versus inappropriate topics of discussion during the executive session time period. So, without an experienced facilitator or any rules of the road, conversations wandered and devolved.
In my experience, the “going into executive session as a regular practice” became demoralizing. If the board didn’t feel comfortable including me in discussions pertaining to or impacting operations, then they needed to fire their executive director.
If your organization is looking at adopting the “going into executive session as a regular practice,” then here are two things you need to weigh against each other:

  • Is it more important to foster what the Blue Avocado post describes as: “This ‘sense of self’ is an intangible yet critical underpinning for board leadership“?
  • Or is it more important for your agency to cultivate and grow the ‘sense of team‘ between the board and its executive director?

I suspect the answer to these questions will vary for different organization. However, it is important to answer these questions before implementing such a policy. Otherwise, your agency may find itself the victim of the “law of unintended consequences“.
If you want to read more on the subject of executive sessions, here are a few posts you may find interesting:

What is your agency’s practice when it comes to executive session? Has your board governance committee discussed and spelled out when this practice should be used and what is appropriate? If so, please share your thoughts and opinions in the space below. We can all learn from each other.
Here’s to your health!
Erik Anderson
Founder & President, The Healthy Non-Profit LLC
www.thehealthynonprofit.com
erik@thehealthynonprofit.com
http://twitter.com/#!/eanderson847
http://www.facebook.com/eanderson847
http://www.linkedin.com/in/erikanderson847

When should your non-profit board NOT vote by email?

email votingIn a recent conversation with a friend about their non-profit board, it came to light that board members used email to take an important vote because scheduling a special board meeting was too difficult with everyone’s busy schedules.
After hanging up the phone, I couldn’t get this conversation out of my head because the issue this board had voted on was really contentious and there had not been very much consensus coming out of the previous board meeting. The question that kept zipping around my head was:

When is it not appropriate for a non-profit board to use email to vote?

So, I went to Google and started clicking around. The answers I found might surprise you!
The first article I found in The Nonprofit Quarterly was titled “E-mail voting: A Simple Trap for Nonprofit Boards” immediately raised red flags for me, especially when I read:

“The busy schedules of nonprofit board members make face-to-face meetings seem like a luxury. Consequently, a new trend has surfaced that may run afoul of the law—the vote by e-mail option.”

The words “RUN AFOUL OF THE LAW” jumped off the page.
As I continued reading, I learned another interesting fact. Many states prohibit non-profit boards from voting by proxy and email is seen by courts as being akin to a proxy vote. The Nonprofit Quarterly does a nice job of explaining why:

“The theory behind this prohibition is that the discussion and interchange of ideas that occur at board meetings are essential to the informed exercise of the directors’ fiduciary duty to the corporation.”

In other words, the government doesn’t want to enable busy people to take an easy way of meeting in-person to discuss important issues and perform their governance and oversight responsibilities. Huh? That makes sense to me!
Since I am a resident of the great (and bankrupt) State of Illinois, I started clicking around Google to see if my friend’s board had just broke the law. I quickly found that they had not because the state recent changed the law. Here is an excerpt from a publication on Venable LLC explaining the change:

The new law, which becomes effective on January 1, 2010, amends the General Not For Profit Corporation Act. Regarding the use of electronic means of communication, the bill:

* States explicitly that notices to members and directors may be delivered by electronic means to an email address, fax number, or other appropriate contact listed in the records of the corporation or approved by the organization’s articles of incorporation or bylaws.

* Allows members to act without a meeting by voting through mail, email, or other electronic means, where the old Act only permitted members to act without a meeting through the written consent of all members entitled to vote.

* Removes certain notice requirements associated with actions taken by the members through unanimous written consent.

* Provides that any action required to be “in writing”—by either the members or the board of directors—may be taken by electronic means, unless actions by electronic means are explicitly prohibited by a corporation’s articles of incorporation or bylaws.

So, do I have you concerned yet? If you’re outside of Illinois, do you find yourself wondering if your agency has been breaking the law? Are you starting to wonder — like I did — when is it and when is it not appropriate to use email to record a board vote?
If you are asking these questions, then GOOD . . . my job here is almost done.  😉
board discussionThe following are just a few suggestions you may want to consider:

  1. Do some research on Google (or ask an attorney) if email voting is legal in your state.
  2. If it is legal and you want to add this governance tool to your toolbox, add language to your bylaws specifically authorizing email voting.
  3. Engage the entire board in a governance discussion about when email voting is appropriate and when it is not appropriate . . . build consensus and codify these decisions in your bylaws.
  4. Use email voting sparingly . . . don’t get in the habit of using it.
  5. Discourage the board from using an email vote for issues that aren’t routine and lack consensus (in other words, issues that need to be discussed and where consensus needs to be built).

Has your board ever taken an email vote where it felt wrong to do so? Please use the comment box below to share when this has happened. Why? Because we can all learn from each other.
Here’s to your health!
Erik Anderson
Founder & President, The Healthy Non-Profit LLC
www.thehealthynonprofit.com
erik@thehealthynonprofit.com
http://twitter.com/#!/eanderson847
http://www.facebook.com/eanderson847
http://www.linkedin.com/in/erikanderson847

Helping board members resign with dignity

first 90 daysOn Tuesday of this week, my blog post titled “The executive director’s first 90 days” focused on what the new CEOs and boards should do during those crucial first few months. That post took me for a walk down memory lane to when I was a new executive director embarking on new and exciting challenges.
While it isn’t always the case, sometimes a new executive director finds themselves walking into a challenging situation. After all, there are reasons why people leave their place of employment and those stories aren’t always ideal. In extremely challenging circumstances (e.g. someone ran out the door or they were chased out the door), I guarantee you that the issues don’t just reside with the person who left. There are typically board issues related to the resignation or termination.
For example, in the case of embezzlement . . . you usually can’t just point at the embezzler. There is likely issues with oversight and internal control policies.
One of the best practices I mentioned in Tuesday’s post was that new executive directors should meet individually with every board member within their first 90 days.
One of the more common issues with which many new executive directors are faced (especially when going to work for an agency with little organizational capacity) is having the “wrong people” sitting around the boardroom table. The challenging question many new CEO’s find themselves asking is:

How can we tactfully ask well-intentioned board volunteers
to find a different seat on the bus?

As I reflected back upon my first 90 days (more than 14 years ago), I remembered that my board had 20 volunteers on the day they hired me and within my first three months nine board members resigned.
easy way outNow this didn’t happen because I smelled bad or people disliked me (at least I don’t think so). It happened because of how I approached my individual meetings with board members. Here is what was on my agenda:

  1. Introduce myself and talk about my background
  2. Engage board member in discussion on the “state of the agency
  3. Ask board member on where they see the agency in 3 to 5 years
  4. Share with the board member where you think you will need their help (e.g. their board roles & responsibilities, their role in fundraising, etc)
  5. Ask them to get more involved and in specific projects

When I had these discussions, those board volunteers, who weren’t a good fit for serving on the board, saw the handwriting on the wall. I didn’t have to tell them to get off the board. A simple, straight-forward conversation centered around expectations and vision was more than enough.
In most situations, it was only a few weeks after our meeting that a resignation letter was inked. Reasons always varied. Here are a few that I remember:

  • Work responsibilities won’t permit commitment of time necessary to serve on the board
  • Not willing/able to commit to fundraising responsibilities
  • Time commitments in personal life (e.g. caring for a sick relative)

In each instance, we celebrated the volunteer’s service. We engaged them in a discussion about finding a different seat on the bus that might be a better fit for them. It was respectful and graceful.
Now this approach isn’t always effective, and sometimes it isn’t appropriate.
For new executive directors, are there other approaches you might suggest with regards to giving good people an easy way off the board? Please use the comment box below to share your thoughts and ideas. We can all learn from each other!
Erik Anderson
Founder & President, The Healthy Non-Profit LLC
www.thehealthynonprofit.com
erik@thehealthynonprofit.com
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How to avoid groupthink in your non-profit boardroom

Kool-Aid, Groupthink and Generative Governance

By Dani Robbins
Re-published with permission from nonprofit evolution blog
groupthink2There have been multiple things that have happened in the past week that have made me re-consider the phrase “Don’t drink the Kool-Aid.
The first was a Board that was exploring introducing a new funding model. The Board, who had been on the inside of a discussion of culture shift for the past year and were familiar with the materials and the arguments, briefly considered not building the organizational culture to introduce the considered change because they “didn’t think it was a big deal.” And it wasn’t a big deal to them because they’d already changed the culture among their group. They’d been thinking about it and reading about it and interviewing other groups that had already implemented the change and there was consensus among the group that it was the right direction for their organization.
Yet… even when there is agreement on the board, there is still the need to create buy-in among others. Without buy-in the potential for failure is high unless all constituents understand the need for change and the foundation is created to implement that change.
The second thing is, in fact, an illustration of just that. The second thing was a local commission’s decision to put forth a levy in the midst of a scandal. They weren’t wrong. They had done their homework, and looked at the issues and put forth a solid plan to introduce change. It failed, primarily and among other things because even though they had a plan to introduce the change and the leaders of the city were behind them, they didn’t have the informal community leaders on board and those leaders didn’t sell it to their constituents.
My intent is not to criticize any of these leaders. Each was in a difficult position and after considering all the options, made the decision that they felt best served their organization, their community and their constituents. That is the very definition of good leadership. Another component of good leadership is to learn from our mistakes and missteps. To that point, we need to ask:

What could have helped? What might have made the difference?

I believe the answer is generative governance. Let’s review how some of the techniques offered in my favorite board book “Governance as Leadership” could have made the difference.
groupthink3Silent Starts — Set aside 2 minutes for each trustee to anonymously write on an index card the most important question relevant to the issue at hand.”
What if a board or commission member had written: “How can we engage community and committee leaders as well as those in informal leadership positions who could, in turn, engage their constituents?”
One Minute Memos — At the end of discussions give each member 2-3 minutes to write down any thoughts or questions that were not expressed.”
This could have been a great opportunity to consider the worst case scenarios and create a plan ensure against such eventualities.
Counter Points — Randomly designate 2-3 trustees to make the powerful counter arguments to initial recommendations.”
This could have been used to dispel all the arguments against the change. From that discussion, marketing materials, talking points and an engagement plan could have been created.
Role Play — Ask a subset of the Board to assume the perspective of different constituent groups likely to be affected by the decision at hand.”
A board member could have taken on the role of a member of the community who would be the most negatively impacted by the change and a plan could be created to embrace those constituents and mitigate their impact.
Breakouts — Small groups counter group think and ask: Do we have the right questions?  What values are at stake? How else might this issue be framed?”
This is my favorite of all the techniques offered. It is the best way I’ve seen to get out of your head, out of the room and really consider all the ramifications of the discussion on the table from all the possible perspectives.
Let me be clear. I wasn’t in the room for any of these discussions; these are my assessments from afar. My intent is not to be a Monday morning quarterback. My intent is always to see if there is a lesson to be learned and how a different outcome might have been achieved. Could generative conversations have made the difference?
When it comes to group think and drinking the Kool-Aid, I try to never forget a church sign I once drove past; it said “Don’t believe everything you think.”
What’s your experience with group think and drinking the Kool-Aid? Do you agree that generative governance could be the answer?  How have you mitigated the effects? As always, I welcome your insight, feedback and experience. Please share your ideas or suggestions for blog topics and consider hitting the follow button to enter your email.
A rising tide raises all boats.
dani sig