fiduciary responsibilities – Page 5 – The Healthy Non-Profit

Do you understand your resource development roles and responsibilities?

November 1, 2012 erik Board development, volunteers

Yesterday’s post was titled “Can you pass the board roles and responsibilities test?” and questioned how non-profit organizations can and should strive to keep board members focused on their appropriate roles. Included in yesterday’s post were a few fun test questions designed to help you to realize that answers to these questions aren’t always obvious, which is why thoughtful strategies must be developed and used to maintain clarity.

Before we move on to a new set of questions regarding board volunteers and their roles/responsibilities around resource development, we still have some unfinished business to transact from yesterday’s blog post. The following are answers to yesterday’s poll questions along with brief explanations :

Question #1: “The executive search committee hires the executive director?” While 44% of respondents said this was a true statement, the reality is that only the board of directors as a whole can hire the executive director. Yes, the search committee does much of the work and makes the recommendation to the board. However, technically speaking it is just a recommendation that doesn’t turn into an actual hire until the entire board votes to make it so.
Question #2: “It is a primary responsibility of the board to develop and monitor adherence to personnel policies?” Respondents were split evenly on this question with 50% saying it is a true statement and the other half saying it is false. This was a trick question and depending on how you read it, you are probably right. In reality, developing and monitoring adherence to personnel policies is a primary responsibility of BOTH board and staff. Remember, the board also has an employee to manage (e.g. executive director) and as such they are “monitoring adherence” as much as the executive director is doing so with the remainder of the agency’s staff. As for policy development, it is true that staff play a major role, but in the final analysis setting policy can only be done by the board (albeit with staff input and assistance).
Question #3: “It is a primary responsibility of the board to review the organization’s policies, procedures, and bylaws?” While 88% of respondents said this was a true statement, the reality is that like the last question this is a primary responsibility of BOTH board and staff who work together to get this done. In the end, policy making is clearly a board role, but staff play a supportive role in the review process including making recommendations and weighing in with their professional opinion.

Let’s put aside whether or not you agree with these textbook answers. The bigger point I am trying to make is that questions around board-staff roles and responsibilities can get fuzzy for trained non-profit professionals (see results above). So, it shouldn’t be a surprise that board volunteers need their staff to help them maintain clarity and alignment.

Well, that was a lot of fun! Want to try it again? Please take a stab and answering some of the following questions around non-profit board-staff roles and responsibilities specifically focused on fundraising and resource development (don’t worry, no one can see how you individually answer):

[polldaddy poll=6654135]
[polldaddy poll=6654141]
[polldaddy poll=6654146]

I will share the answers with you tomorrow, which means there will be two blog posts tomorrow with one focused on our traditional “organizational development” Friday topic and a second containing answers and explanations to today’s resource development poll questions. WOW . . .that is a “two-fer” on a Friday! What more can you ask for? 😉

How do you keep your non-profit board from becoming “unaligned” when it comes to clarity around board-staff roles & responsibilities in the area of fundraising? Do you use certain tools (e.g. an annual board re-commitment pledge, etc)? Can you share those ideas and tools with your fellow readers? Are there particular strategies that you use (e.g. resource development planning process, etc)?

Please scroll down to the comment section and share your thoughts, tools, and approaches with your fellow non-profit professionals. 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
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Can you pass the board roles and responsibilities test?

October 31, 2012 erik Board development, organizational development

Every once in a while, I get hired by an organization to help clarify board-staff roles and responsibilities. I just love jobs like this because it allows me to re-visit fun board development content. It also allows me to brush up on elementary concepts that somehow seem to get lost in the inner caverns of my brain.

One of the tools I used last week was an exercise that I dug out of my former internal consultant toolbox from when I worked at Boys & Girls Clubs of America (BGCA). It was titled “Who Does What?” It asks participants to evaluate 10 different statements and determine if it is a primary responsibility of the board, staff or both.

I would love the share the exercise with you here, but the footnotes indicate that the exercise is copyrighted material by both BGCA and BoardSource. So, in an effort to be compliant with our society’s rules, I’ve reworded some of the statements and turned it from a “fill-in the blank” exercise to a true-false exercise.

Please take a stab and answering some of the following questions about non-profit board-staff roles and responsibilities (don’t worry, no one can see how you individually answer):

[polldaddy poll=6652026]
[polldaddy poll=6652035]
[polldaddy poll=6652041]

I will share the answers with you in tomorrow’s blog post. Additionally, I’ll introduce a similar board-staff roles &responsibilities quiz specifically focused on resource development tomorrow. So, please stay tuned.

I really love using tools like these with organizations, and I especially like doing it with tenured board members who think they know this material cold, because it is a good reminder that:

roles and responsibilities can have blurry edges, and
it is easy for a board to find itself “out of alignment” (like an automobile) over the course of time as a result of turnover and adding new volunteers to the board

If you are a Boys & Girls Club affiliate, you can find the entire “Who Does What” tool in the “board development” section of your intranet under the “Tools & Resources” link of the Board Resource Center. If you aren’t a Boys & Girls Club, you can go to the BoardSource website and find a document in the Knowledge Center titled “What are the basic responsibilities of nonprofit boards?” and turn it into a pop quiz tool that you can use with your current and incoming board members.

How do you keep your non-profit board from becoming “unaligned” when it comes to clarity around board-staff roles & responsibilities? Do you use certain tools (e.g. an annual board re-commitment pledge, etc)? Can you share those ideas and tools with your fellow readers? Are there particular strategies that you use (e.g. using the annual meeting or board retreat to revisit these ideas, etc)?

Please scroll down to the comment section and share your thoughts, tools, and approaches with your fellow non-profit professionals. We can all learn from each other.

Here’s to your health!

Will the lawyer on your non-profit board really provide legal advice?

October 23, 2012 erik Board development, volunteers

An executive director friend and I went to lunch a few weeks ago to catch-up on life and share stories. The company was great, the lunch was good, and I learned something new about non-profit board volunteers who work in the legal community. As it turns out, some law firms seem to be requiring their employees to clear a number of hurdles before serving on a non-profit board.

This revelation came about when my executive director friend said something to the effect of: “. . . and now the lawyer on my board can’t even provide legal advice in the boardroom.”

As you can imagine, I heard that old record player needle scratching across the surface of a vinyl album (ugh . . . yes, I am dating myself and obviously don’t belong to the Millennial generation). I swear the restaurant went dead just like in those E.F. Hutton television commercials, and all I could utter was one simple word . . . “Huh?”

So, my friend went on to explain that a new board volunteer, who just happens to be an attorney, sent him a letter from his law firm requiring the executive director to sign-off on a letter of agreement outlining the conditions of their employee’s board service.

I had a difficult time wrapping my head around this concept and asked my friend to email me a copy of the letter. The following are excerpts from that letter (with the names excluded to protect the innocent):

“The Firm has adopted policies regarding circumstances under which a Firm lawyer may serve as a director for non-client companies, and prohibits such service without permission of the Firm’s Professional Responsibility Committee. An additional prerequisite to my service is that I obtain written acknowledgement from the non-profit organization (The Company) regarding the capacity in which I will be serving on the board, and certain other matters. By signing and returning this letter to me, therefore, the Company and the Board acknowledge the matters stated below:

I will be serving in my personal and individual capacity only. I will not be acting as a lawyer or providing legal services or advice to the Company. I will not be acting as an agent, partner or employee of the Firm.

The Company acknowledges that it is not now a client of the Firm, and understands that the Firm will not be able to represent the Company without first obtaining special permission from the Firm’s Professional Responsibility Committee, which permission is rarely granted or unless I resign as a director.

Because I will not be providing legal services or advice in my role as a director, there will be no attorney-client privilege protecting communications between me and the Company or the Board.

As mentioned, the Firm’s policy prohibits director service by Firm lawyers without Professional Responsibility Committee permission. The Firm’s policy also requires that the Professional Responsibility Committee reconsider this question at least annually. Although the committee has indicated that it will permit me to serve as a director of the Company, it is possible that the Committee could change its view on this question in the future. If this were to occur, I would have to resign as a director at that time.”

I must admit that I’ve read this letter over and over again in disbelief. A number of things raced through my mind each time I read it, including:

Why would I ever recruit someone from a law firm who I might one day want to retain for legal counsel?
Board volunteers are suppose to bring their “Time-Talent-Treasure” to their non-profit board service. If I can only get two of three, is it still worth recruiting an attorney to serve on the board? Or would they just make a better special event or annual campaign volunteer?
Why would I ever include an attorney on my board as part of a board officer succession plan when the Firm can yank them off my board in a moment’s notice?

I am sure that if I thought about all of this for another few minutes, I could come up with additional questions and concerns. But where is the fun in that when I can open it up for discussion with the awesome non-profit professionals and volunteers who subscribe to this blog?

What questions and concerns do you have when you read excerpts from this letter? Have you been asked to sign off on anything similar by an attorney serving on your non-profit board? Does this letter of agreement impact how you think about recruiting an attorney to serve on your board? Why? Why not?

Please use the comment box below to share your thoughts on this important board development subject. We can all learn from each other.

Here’s to your health!

Non-profit board volunteers should all dress the same

September 21, 2012 erik Board development, organizational development, volunteers

Welcome to O.D. Fridays at DonorDreams blog. Every Friday for the foreseeable future we will be looking more closely at a recent post from John Greco’s blog called “johnponders ~ about life at work, mostly” and applying his organizational development messages to the non-profit community.

Today, I am focusing on a post that John wrote about “Decision Fatigue,” which is a fascinating organizational development concept that applies perfectly to so many different aspects of non-profit work life. I mean come on, John! It would be soooooo tempting to expand on the “Kissing while driving for non-profit agencies” post from March 9, 2012 and talk about the utter insanity behind most executive director’s day-to-day routines. But I won’t do that and instead decided to focus on the board of directors.

After reading John’s post this morning, I was transported back in time to March 20, 2000. I will never forget that day because it was my first day on the job as a newly minted executive director.

At the top of every new CEO’s “To Do List” is a whirlwind tour of meeting board members. This is one of the most important first tasks because you are trying to get a feel for:

what is going on throughout the organization
what personalities are sitting around the boardroom table
how decisions get made in the board room

When I stuck the thermometer in the turkey on March 20, 2000, it immediately registered “DECISION FATIGUE“.

This board had operated for more than six months without an executive director. Some of the people during our first meeting even told me of their plans to resign. Needless to say, within the first 90 days the board roster shrank from 20 people strong to 11 very weary individuals who bravely faced the future and simply said, “FORWARD!”

The list of decisions that fatigued the board prior to hiring an executive director is endless, but here are just a few of those decisions they routinely faced:

Where are we meeting? What time?
What’s on the agenda?
Who is attending? Do we have quorum?
What materials should be distributed prior to the meeting? Who puts all of that together?
How do we make sure everyone is properly prepared for tough discussions and decisions at the upcoming meeting?
Do we have enough money in the bank to make payroll next week?
Which employee just quit? At which site did they work? What does that mean for operations? Is there paperwork that needs to get filled out? Who is doing THAT?
Who is doing what and with whom with regards to the annual campaign pledge drive that is scheduled to start next week?
Uh oh . . . I though we were just focusing on the pledge drive, but now we’re talking about special event planning for the dinner that is 12 weeks away. Who is doing what and with who regards to all of THAT?
Ummm . . . how does all of this mesh with the decisions happening at home and at my paying job?

This is just a small sampling of what was on those board member’s decision-making list.

One of the most interesting things I found in my first 90 days was the board decision made right before they hired me. It was the decision to stop meeting monthly and only meet every other month. When I asked why they made this decision, they said that their monthly meetings had gotten way out of hand and too long. Those meetings apparently lasted sometimes three or four hours!

Like you, I scratched my head, and asked how in the world that decision made any sense.

If you think about it for a moment and put yourself in their shoes, it makes perfect sense:

They were tired.
They needed more time between meetings to re-group.
This allowed them to “empower” the executive committee to make decisions for the board during the off-months (e.g. dump the tough work on a smaller group of people).

I don’t need to tell you how damaging that decision was to the agency’s health, but it made sense when you look at it through a “decision fatigue” filter. It took me almost three years to get them to reverse their decision and start meeting every month again.

It is the job of the executive director to help the board avoid “decision fatigue”.

Good non-profit executive directors support the work of their board by facilitating and assisting with everything including:

developing agendas
taking meeting notes
recruiting new board volunteers
supporting committee work
helping board volunteers process tough issues and position them for making tough decisions in the boardroom
supporting all of the planning work that occurs ranging from strategic planning to special events
And much, much more!

So, I titled this blog post the way I did because of the Vanity Fair article that John cited in his blog post. In that Vanity Fair interview with President Obama, they explain why the President is almost always seen in blue or grey suits. Of course, it has everything to do with decision fatigue, and this got me giggling about non-profit board volunteers as I envisioned a boardroom full of volunteers wearing the exact same thing.

Hmmmm . . . perhaps board tee-shirts might not be a bad idea. 😉

Is your board tired? Have you given any thought to why? What role have you played in their fatigue? What could you be doing differently? Here’s a thought . . . if this is something with which you’re struggling, use the comment box below to ask a few questions of your fellow non-profit peers and see what they have to say. Or if you have a great success story, please feel free to share that as well.

Here’s to your health!

Non-profit board work that moves the needle

September 12, 2012 erik Board development, leadership, organizational development, volunteers

Dani Robbins is the Founder & Principal Strategist at Non Profit Evolution located in Columbus, Ohio. I’ve invited my good friend and fellow non-profit consultant to the first Wednesday of each month about board development related topics. Dani also recently co-authored a book titled “Innovative Leadership Workbook for Nonprofit Executives” that you can find on Amazon.com.

I’ve given a lot of thought lately to how the work of the Board gets done. Mostly, it’s by decisions made in meetings and in-between meetings. Board members go to a lot of meetings, committee meetings, board meetings, and meetings with the executive director. Additionally, there’s work to do between meetings, and it all leaves me wondering: Where’s the strategy? Where’s the generative thinking? Where’s the advocacy? Where’s the impact? How do we know?

Boards approve things, they review things, they talk about things, but . . .

Are they the right things?

Boards have to have a quorum. approve financials and meeting minutes, and a whole host of other things. Hopefully, Board members also represent the agency in the community, understand and talk about programs, support and evaluate the executive director, raise money, and give money. These are their fiduciary responsibilities. But surely, this isn’t all we have our Board members doing. They are the pillars of our community. They are smart, professional and talented people, but . . .

Are we correctly utilizing their collective brain power?

Have they decided upon a strategic direction? Have they discussed the underlying causes that created the issue the organization originally was created to address? I am hearing a resounding chorus of NO!

All too often, there is no plan, strategic or even tactical. There are no metrics. There is no discussion of root causes, alternative options or new ideas. There are talented people sitting in a room because they care about the mission of the agency –- and in certain, but by no means all cases — we are wasting their time. And as such we are wasting our resources.

Strategic planning has fallen out of favor. It kills me to say it, but it’s true. Most Board members have sat through at least one planning session, often more, that were long and boring; yet they sat there in an effort to decide the mission and direction of an agency. And as a prize for their dedication, they got to spend two hours debating if they were going to use the word “a” or “the” in the mission statement. Then, when they were – thankfully – finished after days or months and considerable expense, the plan sat on a shelf, collecting dust, never to be seen again.

It doesn’t have to be like that.

In the article, “Governance as Leadership; An Interview with Richard Chait,” Chait discusses his book “Governance as Leadership” (BoardSource) which “recommends reframing board work around “three modes” of governing. The first is the fiduciary mode, in which the board exercises its legal responsibilities of oversight and stewardship. The second is the strategic mode, in which the board makes major decisions about resources, programs and services. The third is the “generative” mode, in which the board engages in deeper inquiry, exploring root causes, values, optional courses and new ideas.”

You may be wondering how to add generative and strategic to your meetings.

“Strategy” is all about connecting the resources to the goals, which, of course, requires having strategic goals. If you don’t, I encourage you to read my previous blog about wheel spinning and begin to discuss planning.

“Generative” is a much deeper conversation about the underlying issues and how to impact them. Chait presents governance discussions as ones that “select and frame the problem.” In other words, we’re no longer talking about impact or program outcomes or even the agency itself, we’re talking about how we — our city, community, country or even world –- got here and what it takes to get out of here.

Chait explains it best when he says,

“Committees need to think not about decisions or reports as their work product, but to think of understanding, insight and illumination as their work products.”

In order to use the collective brain power of our Boards to move our agencies forward, we have to move into strategic and generative governance, while still meeting our fiduciary obligations. The board president and the executive director can, should, and I would submit, have the obligation to use the collective brain power of their board to move the needle. It’s why we’re here. In the absence of that, we approve things, we attend meetings and we go through the motions, but nothing happens.

I want something to happen . . . I want the world to change.

What’s been your experience? How have you utilized the talent on your Board to move the needle? I welcome your comments.

Non-profit boards ask: To search or not to search?

August 23, 2012 erik Board development, organizational development

Dani Robbins is the Founder & Principal Strategist at Non Profit Evolution located in Columbus, Ohio. I’ve invited my good friend and fellow non-profit consultant to blog this week about board development related topics. She also agreed to join the DonorDreams team and contribute a board development post every month. Dani also recently co-authored a book titled “Innovative Leadership Workbook for Nonprofit Executives” that you can find on Amazon.com. I hope you have enjoyed the genius musings of my friend for the last next few days . . .

The question comes up anytime someone resigns, and often when someone is forced out as well. Do we really have to do a search?!?! It’s usually followed by “we have someone that’s great” or “there’s a Board member that’s interested.” Wonderful! Encourage those people to apply and do a search.

Why? Because it’s the most legitimate way to ascend to leadership. The absence of a search leaves people, at a minimum, with the perception of impropriety. Even if you are the one they think is great, or you are the Board member who is interested, encourage the search and then apply. Perception is reality and leadership is hard enough without people thinking you didn’t earn the spot. Why set your new leader — or yourself — up for that?

In the absence of a search, people, at best, become mildly uncomfortable by the thought that there might be something unsavory going on. At worst, they choose not to follow what they perceive as an illegitimate leader. Either way, an internal conflict gets created that takes people’s attention away from the work at hand. It is a conflict that could have been easily avoided. It may also be a violation of your organization’s policies. Most policies include a requirement and a process for doing a search. Any lawyer will tell you that once you violate one policy, the remaining policies become more difficult to enforce.

Now is the easiest and least expensive time to post an opening. In Columbus, Ohio alone, there are a variety of free or low-cost search web opportunities including OANO, the United Way and Craigslist. Post it on your organization’s website; and if your organization is part of a larger national organization or state or county-wide collaborative, then post the position opening on the group’s web site as well.

You can also create a posting and send it out to all the agencies with whom you partner and ask them to post it.

Finally, if you have a budget, you can pay for an ad, and because of the internet, that ad can be as long as you’d like. If you’re interested in advertising in the classified section of the local paper, you will still have to pay per word, but even in that case, there is usually a contract with an internet site to post the ad as well. In your ad, I recommend you request a cover letter as well as a resume.

Before you post the position . . .

review what you want in a candidate (both overall and by priority area)
determine what salary range you can offer
review the current range for such a position in your community
consider the job you want the applicant to do and the skill set and experience they will need to be successful (both the minimum requirements and your preferred qualifications)
consider the culture of your organization and the values a candidate would have to have to be successful in that culture.

If you are seeking resource development staff, consider if you want an event planner, a grant writer or an individual giving / major gifts person. If you are seeking an executive director, consider if you want someone to grow your organization, maintain it or turn it around. Each is a different skill set, and even if the applicant has previous experience in the role, then it may not be relevant to the needs at hand.

Prioritize the skills you seek. Write your interview and reference questions to reflect the needs at hand, by priority area. An Executive Director may be proficient at resource development, board development, operations, community profile building, marketing, financial acumen, and more. They may or may not be a subject matter expert. They may have prior experience at a similar agency. What are the top 5 priorities in order of importance to your organization? Develop three questions under each priority area and one or two questions, each, for everything else.

Inquire as to what applicants have done as opposed to what they would do. There are lots of things we would all like to do in a perfect world, but what we have done is a much better gauge of what we will do in the future. Plus, you can confirm it during the reference check.

Once you begin receiving resumes, filter applicants by their ability to follow your instructions to include a cover letter and resume, their writing ability (if writing is a piece of the job), and if they meet your minimum or preferred qualifications.Education and relevant experience are the price of admission to an interview. After that, good judgment and fit are the most important criteria for me.

In addition to the standard questions confirming relevant experience and preferred education, I also recommend including values-based questions:

How does the candidate respond to mistakes s/he made and mistakes made by others?
Within what amount do they return phone calls/emails?
How has s/he handled it when s/he disagreed with a supervisor?
Do they generally get work in early or at the last-minute?

You will learn a lot about the judgment of your applicants, and their ability to fit onto your team during the interview process. Good leader can do a lot to groom and guide a mentee, but improving someone’s judgment or changing their values are not usually among them.

Create a measurement tool to rate applicant’s answers by section. Interviewing should not solely be about feel. While it’s true that you should always trust your gut, you should also always have a process to assess candidates. I recommend prioritizing the skill sets you seek and use a 1-3 scale for each answer that allows you to tally up answers by priority area. This process will allow you to compare applicants against your criteria by area and overall. I recommend a minimum of two interviews, with a background check being conducted in between, and a reference check of your top candidates being conducted after the final interview.

When you call the finalist to make an offer, include information about salary and benefits. When you finish speaking, wait for them to accept. Know before you make the call if you have the authority to negotiate salary and if so, how high. Be prepared to answer benefits questions. Once they accept, discuss start date and a plan to announce your new hire to your organization’s constituents. Congratulations!

Hiring is one of the most critical factors to the success or failure of your organization. It takes time, as does almost everything worth doing. A search will inspire the board, the staff, and the community’s confidence in your leader and your confidence in their success. It is one of the most important roles and responsibilities of your non-profit board.

I’m a non-profit board volunteer

August 22, 2012 erik Board development, organizational development, volunteers

Dani Robbins is the Founder & Principal Strategist at Non Profit Evolution located in Columbus, Ohio. I’ve invited my good friend and fellow nonprofit consultant to blog this week about board development related topics. She also agreed to join the DonorDreams team and contribute a board development post every month. Dani also recently co-authored a book titled “Innovative Leadership Workbook for Nonprofit Executives” that you can find on Amazon.com. I hope you enjoy the genius musings of my friend for the next few days . . .

I’m presenting a workshop this summer called the “10 Dysfunctions of a Board”. As you might imagine, one of the top ten is what I have begun to think of as the “I’m a Volunteer” syndrome.

Perhaps you’ve had some version of this conversation with a member of your board. It sounds like this:

“Dani, I don’t have time for this; I’m a volunteer!”

And they are, but they are also a board member who agreed to do the work of the board. Now, agree may be a fuzzy verb to use because it’s possible they didn’t agree at all. It’s possible, all they were told is:

“We only need an hour a month of your time.”

If that’s the case (and it often is) shame on whoever told them that. Boards represent the community as the stewards of an organization. It is very difficult to steward anything well in one hour a month.

You will get the Board you build.

Now, this blog is not intended to knock the millions of dedicated and committed volunteers across this city and the county that serve their local non-profits with distinction. I applaud you, and I am grateful for your commitment! Thank you for your service to our community!

This blog post is not intended to knock anyone. I aspire to lay out a path of development, so that organizations can have the right people in leadership seats.

How do you do that? The best way I know to do that is to front-load it. Front-load is my 2012 word of the year. It means to be clear about things up front, so there is no confusion.

Front-loading board prospect appointments look like this:

“Thank you for your interest in serving on the Board of Directors.
We are delighted to have this opportunity to meet with you.
Our Board meets on the 1st Tuesday of the month at 8:30 am. Are you available at that time?
We anticipate Board service will take approximately 5 hours per month, (1.5 hours at the board meeting, 1.5 hours at a committee meeting, 2 hours working with the committee or the CEO to accomplish the work for the committee), but that could go up significantly should there be something of consequence to discuss or address.
Board members are expected to attend 75% of Board meetings, serve on at least one committee, attend agency events, act as an ambassador in the community, introduce us to your circle of influence, give a “significant to you” financial gift, and help us to secure an additional gifts from your circle of influence and, as appropriate, your company.
Is this something to which you can commit?”

If they say yes, Great! Though we’re still not finished.

Their candidacy still needs to be vetted by the Board Development committee. If they are recommended, nominated and approved, then they also need to be oriented. I like to orient board members after their election yet before their first meeting. That way, they can still opt out once they understand the full scope of the expectations and the role of the Board.

After their orientation, individual board volunteers, and the boards upon which they serve, should be evaluated annually. This can be as simple as taking your board expectations document and turning it into a 1-5 self rating form. It can also be as complicated as tracking all gifts, training, participation and meeting attendance and asking the Board Development or Executive Committee to evaluate each member individually.

The important thing is that you are intentional about your needs and clear about your expectations. If you are, then people will rise to the occasion, or they will defer because they can’t. Both will work toward your goals of building a strong board of directors that understands their role and works collectively to serve the agency and the community.

As always, I welcome your comments, and your experience.

Becoming a non-profit board president

August 21, 2012 erik Board development, organizational development, volunteers

Congratulations for being named Board President! You are going to be great! I am so honored that you turned to me for some suggestions as to your responsibilities. Thank you.

In a nut shell, your job is to:

lead the board by inviting participation of board members;
guide evaluations of the organization, executive director and the board;
facilitate communication among the board and between board and staff;
delegate authority;
raise funds and support resource development efforts; and,
maintain visibility in the community.

That is the big picture of the job. How that translates into actual work is this:

President/Chairs lead meetings by following the meeting agenda, making it critical to have an agenda. When you chair the meeting keep the conversation on point, if it veers off point, call the question, table any motion and/or send the issue back to committee for further discussion. Do not let the board meeting became a committee meeting, but do encourage all interested parties to attend the next committee meeting to further discuss the issue. This will promote the engagement of those who are passionate about the issue, and continue the engagement of those who are not.

The Board President appoints committee chairs and holds them to account, ensures conflict of interest policies and other policies are upheld by Board members, and supervises and evaluates the Executive in concert with or on behalf of the Board. President’s chair meetings, but do not vote or make motions. They only vote to break a tie. They do steer the conversation, share their opinions and keep the group on task.

The Board is responsible for governance, which includes mission, vision and strategic planning; hiring, supporting and evaluating the executive director; acting as the fiduciary responsible agent, setting policy and raising money. Everything else is done in concert with the executive director or by the executive director.

When you become Chair sit down with the executive director and map out your goals for your term. Discuss how you and the Board will be evaluating him/her and by what measurement you will gauge his/her success. Check in on when the last time the board reviewed the mission and vision of the agency. If it’s been a few years, consider a Board retreat to revisit, revise or recommit. Please also discuss how you like to be contacted and set a plan to meet twice a month to discuss relevant issues, problems, and successes as well as progress toward your goals and/or the strategic plan. Be prepared to take calls in between should something come up – because something always comes up.

Board President’s have a lot of power. Use that power wisely. If you ask for something, the staff will drop whatever they are doing to get it for you. I would hope that they will be comfortable enough with your leadership to explain the price of what they are dropping, but it is likely they won’t. In fact, I recommend you don’t go to the staff at all and instead work through the executive director for whatever information you would like. If it is not feasible to go through the executive director, then please ask via email and cc the Exec. S/he cannot be held accountable for managing a staff that are getting directions from others, and the staff will become confused as to from whom they take direction and who’s direction takes priority.

On behalf of executive directors everywhere, I ask you to please remember that they are the CEO of the company, and not a department head. You are the Chair of the Board, which is responsible for governance. S/he is the leader of the agency and responsible for everything else.

I encourage you to review Robert’s Rules of Order and follow the entire procedure for votes including asking: All in favor? Any opposed? Any abstentions? Don’t leave out the last two. In addition to alienating whatever Board members wanted to go on record for opposing or abstaining, it will make future challenges more difficult to defend. The following need votes:

Any Policy – crisis communication and management, personnel, etc. (Procedures do not need votes. Think of it like the difference between the rule and the law.);
Past board meeting Minutes;
Financial reports;
Agency Annual Budgets;
Plans – strategic, board development and/or resource development;
Changes to the strategic direction of the organization;
The hiring of an Executive Director;
Campaigns;
Opening, closing or changing the signatures on bank accounts;
Changes to the mission or vision; and Board Members and Officers being added, or renewed.

Resignations can be noted in the minutes and do not require votes.

Please also review your agencies by-laws, also called the Code of Regulations. All valid votes require a quorum of Board members to be in the room (or on the phone if your by-laws allow) – usually ½ of the board, but your by-laws may require more, or possibly less. You can start a meeting without a quorum, but cannot vote until a quorum has been reached.

Lastly, I encourage you to plan your year, structure board meetings to align with strategic goals, and to frequently remind board members of the mission of the agency.

I’ll be here if you need me. You’re going to be great!

Questions you need to get answered before asking people to join your board

June 20, 2012 DonorDreams Board development, volunteers

Last week we started a series of blog posts focused on the art of asking questions, and this theme has carried over into this week. So far, we’ve looked at questions that executive directors should be asking themselves and their boards. We’ve also looked at questions board members should be ask of themselves and their fellow board volunteers. Today, we’re continuing this series of posts by looking at powerful questions that need to be asked of prospective new board members before they are asked to join your board of directors.

If I’ve seen it once, I’ve seen it a million times when it comes to non-profit board organizations’ board recruitment processes:

a bunch of people who look and sound alike sitting around a table;
pulling names of people out of the air (or out of their iPhone) based upon who might say ‘YES’ to serving on the board;
sitting down with a prospective new board volunteer and “arm twisting;”
telling the prospective new board volunteer a series of half-truths (e.g. it is only one meeting per month, do whatever you can to help, etc); and,
not following the written board recruitment procedures in the agency’s board development plan.

I like to think of board development as a process by which you need to decide who is going to be in the foxhole (aka the trenches) with you for the mother of all wars. (A bit dramatic? Probably, but work with me here.)

You don’t need a boardroom full of warm bodies because an eight person board is no different from a 20 person board if no one understands their roles and responsibilities and everyone is disengaged. If you find yourself nodding your head at this statement, then you understand that your board development process needs to ask more questions and do more listening than it does talking, selling, and arm twisting.

Finding answers to the following questions BEFORE asking someone to join your board of directors will save you months (probably years) of difficulty:

Do they “realistically” have the time to fulfill their fiduciary responsibilities as members of your board of directors? (Heck, do they understand those fiduciary responsibilities?)
What inspires them about your mission that they are willing to jump in a foxhole with you? How have they demonstrated that passion in the past?
What gaps do they help fill on your board of directors (e.g. gender, occupational, age, ethnicity, social network, various fundraising skill sets, etc)?
Does their vision for the agency align well with the organizations current vision and strategic goals?
Are they willing to give AND are they willing to get? And do they really do they have a clear picture of what that means?
What are some of the key values they hold near and dear to their heart and how does that align with the agency’s core values?
Does the prospective board member’s personality mesh well with the existing group of board members?

You can get answers to these questions in a number of different ways. For example, get to know the prospective volunteer by either engaging them in other projects first or by building your board development process around the simple principle of “Getting to Know You. Getting to Know All About You.” You can also populate your board development committee with people who are knowledgable enough to answer some of these questions about people in their networks. Finally, you can go out and talk to people who know them well.

This isn’t rocket science, but looking at how some non-profit organizations go about recruiting new board members you might think that it is.

By the way, as you start asking more questions as part of your board development process, you should probably know that those prospective board volunteers have lots of questions of their own. Our friend, Joanne Fritz at about.com, does a nice job of outlining many of those questions in a blog post titled “Before You Serve on a Nonprofit Board“. I suggest that you click over and read what she has to say. You might want to build your board development process around answering those questions, too.

What does your board development process look like? How do your board development volunteers go about getting answers to key questions? What are some of the key questions to which you seek answers? Please use the comment box below to share some of your thoughts.

Tomorrow we will finish this long blog series with a post focusing on questions donors should be asking of the non-profit organizations they support. Please join the conversation.

Here’s to your health!

How many monks vs revolutionaries are on your non-profit board?

June 15, 2012 DonorDreams Board development, organizational development

Today, we’re focusing on a post that John titled “Forward!“. In that post, he talks about monks and revolutionaries and how crying out the battle command “FORWARD” means different things to those two groups of people. You really need to click over and read John’s post because it hits the nail on the head.

After reading “Forward!” two thoughts came into my head as it relates to non-profit organizations.

The existence of the “executive committee” is dangerous, especially if you aren’t careful about who sits on that committee.
There are so many different decision-making paradigms that non-profit boards can use to make tough decisions, but few ever pay attention to these options.

Executive Committee

I believe that BoardSource is the non-profit sector’s leading authority on all things board governance. In an article titled “Should nonprofit boards have execuitve committees” they say:

“An executive committee can be an efficient tool, but not every board needs one. An executive committee should never replace the full board. “

I go a little farther than my diplomatic friends at BoardSource. While there are certainly times an executive committee makes sense (go read the BoardSource article), I think those circumstances are far and in between, and most non-profit organizations should banish their executive committee to their organizational waste bin!

As John talks about in his post titled “Forward!,” your board of directors has people with different values and agendas. If you boil it down in the same way John did, then you have people who thirst for change and you have people who fight against change. This dynamic is at play all around us (turn on CNN and spend some time following the Presidential election coverage), and it is at play in your boardroom.

If you have an executive committee full of “revolutionaries” (as John puts it), then you have set-up a sitution where a small group of board members can cry “FORWARD” and drag the rest of the board of directors with them (including over a cliff). Chaos reigns!

OK, my example might be a worst-case scenario . . . but I’ve seen it happen with my own two eyes.

Perhaps, a more common situation is where board members who aren’t on the executive committee disengage and stop attending board meetings. Yes, this can be the executive committee’s fault because the disengaged board member doesn’t see the urgency in attending board meetings or ensuring that quorum is attained. Why? Because the executive committee can always meet and take care of any pressing issue.

Ugh! If you must have an executive committee, I encourage you to use it sparingly and only in emergency situation. Most importantly, pay attention to who you put on the executive committee and make sure there is a balance between “monks” and “revolutionaries”.

Decisions-Decisions-Decisions

If you’ve heard it once in the boardroom, then you’ve heard it a million times:

“All those in favor, say aye. Those opposed say no.”

Ahhh, yes . . . .Roberts Rules of Order, bylaws, majority rule . . . BUT it doesn’t have to be that way. There are many different decision-making paradigms that exist and some are better in certain circumstances.

If you have been reading recent posts at DonorDreams blog, then you know that I am on a Tony Stoltzfus kick as I re-read his book “Coaching Questions: A Coach’s Guide to Powerful Asking Skills“. Tony suggests there are 13 different decision-making strategies and he offers a variety of questions to help frame issues when using each of those paradigms. The following are just a few that you might find interesting for your board when making certain decisions:

Cost: What would it cost in terms of time and resources to do this? What would it cost if you don’t do this? What’s the cost if you don’t decide or let circumstances overtake you?
Alignment: How well does this decision align with your passions, your values, and your calling?
Relational: How will this course of action affect the people around you? Who will benefit, who will be hurt?

There are 10 other decision-making strategies that can be used to frame boardroom decisions, but I won’t steal Tony’s thunder. You really need to go purchase his book!

If John is right, then you have monks and revolutionaries in your boardroom. Some decisions will be tough to make. Sure, you can tilt the scales by making sure there are enough of one kind of decision-maker voting in the manner that you want and need . . . OR . . . you can be strategic and thoughtful with how you frame issues and engage board members in approaching certain decisions.

There is nothing that says you have to always use a majorty rule voting paradigm. After all, I bet that there are certain things in your organizational bylaws that require a “super majority” vote. So, why not employ a consensus building model in certain circumstances? It isn’t right in all circumstances, but it is sometimes.

Does your organization still operate with an executive committee? If so, when do you activate that group and what decisions do they typically make? Does your board use different decision-making paradigms in certain circumstances? If so, please share the specifics and how that has worked for you. You can share all of your thoughts using the comment box below.

Here’s to your health!