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COMMUNITY ACTION GOVERNANCE. Embracing Values and Assuring Accountability. Northeast Institute for Quality Community Action. Before We Begin. Introductions. Mobile Devices – Off or Vibrate Please Tone Informal – Style Interactive. Questions/Comments Always Welcomed. Goals-Takeaways.
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COMMUNITY ACTION GOVERNANCE Embracing Values and Assuring Accountability. Northeast Institute for Quality Community Action
Before We Begin • Introductions. • Mobile Devices – Off or Vibrate Please • Tone Informal – Style Interactive. • Questions/Comments Always Welcomed.
Goals-Takeaways. • Create a Shared Understanding of Critical Board Roles and Responsibilities. • Clarify Community Service Block Grant (CSBG) Governance Requirements. • ID Characteristics of High Performing Boards • ID Strategies for Improving Board Productivity, Involvement and Satisfaction.
What is a Nonprofit Agency Board? • Legally recognized group of individualsthat works collectively to promote a nonprofit corporation’s mission, protect its assets and establish policies to guide operations. • Board is responsible for making certain that agency operations are conducted consistent with its Articles of Incorporation, Bylaws, Mission, State/Federal Statutes and Regulations, Contract/Grant Regs. • “Buck Stops” with the Board!
Why Do People Serve on Boards…Why Am I Serving on this Board? • Desire to Help Others (32%) • Share Organization Mission – Values (28%) • Was “Asked” or “Appointed” (12%) • Status or Career Interest (8%) • Other – Filling My Term -Not Sure (20%) Challenge: CSBG Mandated Tripartite Representation + Other Funder Mandates (e.g., Head Start). *Harvard Business School Survey of 1,200 Nonprofit Corporation Boards, 2005.
Director “Duties” • “Duty of Care”…Requires each Director to act with the care that an ordinary prudent person would believe reasonable and appropriate under similar circumstances. *Be Adequately Informed (Attendance, Preparation, and Participation). *Exercise Independent Judgment.
Director “Duties” (Cont.) • “Duty of Loyalty”…Requires Directors to act in good faith and in the sole best interest of the Corporation (e.g., Maintain Confidentiality; Disclosure of Conflicts). • “Duty of Obedience”…Requires Directors to insure that the Corporation is operating in compliance with applicable Laws, Regulations and Professional Standards.
CSBG-Community Action Board Special Requirements • Tripartite Composition: 1/3 Public; At Least 1/3 Low Income; Remaining Private. • Size: Board Must Be Divisible by 3.
CSBG Requirements (Cont.) • Low Income Sector Board Members Must be “Democratically Selected” to Serve on the CAA Board. • Tripartite Board Must “Fully Participate in the Development, Planning, Implementation and Evaluation of the Program (s) to Serve Low Income Communities.”
CSBG Requirements (Cont.) • Board Must Meet at Least 6 Times During the Year. (State Dependent) • Advance Notice of Board Meetings (State Dependent). • Public Notice of Board Meetings (State Dependent). • Other State Regulatory Requirements (e.g. Submission of Meeting Minutes to State Agency, At least 12 Directors, etc.)
Other Funder Requirements • Head Start Program Requirements: 1. Board Member with Financial Training and Experience. 2. Board Member with Early Childhood Training and Experience. 3. A Board Member who is an Attorney.
“To Do” Responsibility Checklist • Adopt/ Review an agency Mission Statement at least every 5 years. • Select and Annually Evaluate the agency’s Ex. Director & Set/Review Compensation. • Develop and maintain an updated, multi-year (5) Corporate Strategic Plan. • Adopt an Annual Agency Budget and maintain Regular Fiscal Oversight/Reporting • Evaluate Agency Programs and Services. • Promote Ethical Integrity …Transparency.
“To Do” Responsibility Checklist • Ensure Adequate and Diverse Financial Resources are available to support operations (Fundraising). • Promote Community Understanding –Support (Marketing/Friend-Raising). • Maintain an Active,Diverse, Competent, and Committed Board of Directors. • Annually Assess – Improve Board Participation and Productivity.
Growing Demands for Accountability and Transparency • Media Publicity …… Corporate Fraud, Corruption, Mismanagement, Scandals …..”Where was the XYZ Agency’s Board of Directors?” • Whistleblower Protection Policies/Procedures. • New OMB Uniform Audit/Accounting Standards. • IRS 990 Form Disclosure Requirements. • + Federal and State Audits of Nonprofits. • New CSBG Standards - Monitoring Mandates.
CSBG-Center on Excellence National CAA PERFORMANCE STANDARDS • 58 Federal Mandated CAA Performance Standards – Annual State Monitoring. • 9 Categories of Standards (Governance, Fiscal, HR, Planning, Leadership, etc.). • “Better” not “Best” Practice Standards • 28 (48%) of the 58 Standards Involve Board Review and/or Action. • Compliance Hint: Proactive Tickler Review/Action Scheduler.
Weak Governance = Strong Risks • Penalties/Fines/Loss of Funding. • Erosion of Public Confidence – and SupportLocal/State/National. Corporate Failure/Dissolution… Possible Civil or Criminal Litigation.
Characteristics of an Effective Board • Shared Understanding ofOrganizational Values, Poverty Focused Mission and Vision. • Diversity of Expertise, Experience, Knowledge and Community Representation. Maintain Vigilant Risk Assessment and Mitigation Policies and Practices.
Characteristics (Cont.) • Understands and Uses Updated Strategic Plans and Product Performance Assessments to Inform Investment Decisions. Exhibits a Clear Understanding of the Respective Roles and Responsibilities of the Board and the Agency’s ED/CEO. Adoption of Leadership Succession Plans. Directors are not Shy about Asking Questions…. “Trust but Verify.” • s
Characteristics (Cont.) • Behavior Reflects the Highest Standards of Ethical Conduct. “Tone at the Top.” • Strong and Consistent Member Attendance, Preparation, and Participation. • Openness and Respect for the Ideas and Opinions of Other Members. • Commitment to Regular Self-Assessment – Improvement.
Board Tune UpOpportunities? How do we identify needs and opportunities for improving Board effectiveness? *Complete an Annual Board Self- Assessment with Improvement Plan. * Conduct Member Exit Interviews. *Create/Maintain “Open Door” Board Leader-Member Communication Policy. *Conduct Best Practice Self-Assessments.
Tune Up Diagnostics • “So much to do……..So little time!!” * Disclose/Clarify Time Expectations. *Review Board deliberation priorities (big picture focus vs. minutia). *Utilize “Consent Agenda” Tool. *Assess Committee Use – effectiveness. *Advance notices/reports (Email, etc). *Review Meeting Scheduling/Mgt.
Tune Up Diagnostics Ability to Conduct Business Delayed or Compromised by Attendance Issues. *Clarify Expectations and Responsibilities. *Enforce Attendance Standard. *Understand CSBG Election Mandates/Options. *Proactively and Promptly fill Board Vacancies. *Use Committee “Farm Team” for Vetting new Board Prospects. *Establish Board Term Limits. *Appropriate Use of Technology (Video/Audio)
Tune Up Diagnosis • Our Committees’ Don’t Seem as Effective as the Board Needs Them to be??? *Are They the “Right” Committees (#/Function, etc). *Committee Consolidation (Governance)? *Committee “Job Description” .. Roles, Responsibilities and Expectations Clear? *Committee Leadership and Member Composition match Assignments and Commitment Expectations? *Adequate Agency Staff Support and Assistance? * Review Meeting Schedules. *Conduct Annual Performance Assessments?
Tune Up Diagnostics • “People seem to know so much more than me….Not sure I can contribute…Feel a little intimated or, defer as the “Expert” speaks! *Strong Member Orientation…Handbook - Mentoring Option– Board Web Portal. *Leadership encouragement of inclusion in Board deliberations. *Leadership Personal Follow-up with members. *Information Provided in Advance of Meetings with contact for questions. *Establish Member Term limits.
Other “Tune Up” Suggestions • Find ways to keep Organizational Values, Mission and Work alive for Board members (Customer Feedback; Tours; Volunteering) • Creatively Use Technology to Promote Participation – Information Sharing. • Consider Using “Dashboard” metrics to help Board members monitor performance.
Thank You!Visit www.niqca.org for More Information Questions or Comments ?