HANDOUT

Exceptional Governance
Monday, October 1, 9:15-4:30 Instructor: Bruce Lesley, Senior Governance Consultant, BoardSource
1A Exceptional Governance/Part IRoles and Responsibilities: The Annual Gathering Board Track is designed to give Board Members who attend the Gathering added value in terms of information and knowledge specifically related to their Board responsibilities. It consists of three comprehensive, interactive educational sessions, which will provide valuable material that can be shared with their respective Boards back home. This first workshop will provide an overview of Board roles and responsibilities, strategic and framing duties, fiduciary oversight and inquiry duties, as well as discussion about sustaining resources. In addition to their responsibilities, there will be analysis of how Boards typically behave, as well as how Boards might respond differently. 1B Exceptional Governance/Part IIStructure and People: To continue the Board Track, Mr. Lesley will address the Board issues of compliance with integrity, intentional Board practices, continuous learning and revitalization. How to ensure these processes are accomplished will be examined, and suggestions will be provided that can help Boards ensure that they manage these issues more effectively. 1C The Boards Role in Fundraising: Purposeful Boards, Powerful Influence: The emphasis of this presentation will be on Board responsibilities in fundraising, providing specific tools for local Boards to consider. In addition, there will be serious discussion about how to ensure that you have a succession and continuity plan to ensure that you always have a healthy influx of new, qualified candidates for Board membership.

Table of Contents
Qualifications of the Consultant ................................................................................................................................2 The Source: 12 Principles of Governance That Power Exceptional Boards ......................................................3 Board/Chief Executive Responsibilities Worksheet ...............................................................................................4 Thinking Outside the BoardroomTopic Papers and Articles ............................ Error! Bookmark not defined. Hypothetical Governance Dashboard .................................................................... Error! Bookmark not defined. GOVERNANCEContinuous Improvement Worksheet ...................................... Error! Bookmark not defined. Board Fundraising Culture Assessment: CCUSA Building Board Fundraising Capacity Kit ...........................5 Board Action Plan Worksheet ...................................................................................................................................7

2012. Not to be distributed or reproduced without the express permission of BoardSource.

P age |2

Qualifications of the Consultant

Bruce Lesley is a senior governance consultant with BoardSource (formerly the National Center for Nonprofit Boards). Its mission is to increase the effectiveness of nonprofit organizations by strengthening boards of directors. He has over 30 years of nonprofit management and leadership experience, currently working with nonprofit organizations on strategic planning, innovation, and board development, and previously he was a staff professional for fifteen years with Junior Achievement, Inc., where from 1989 through 1991 he was National Executive Vice President of its headquarters operations. His client organizations have a diversity of missions, size, and geographic scope.
SAMPLE CLIENTS ADORERS of the BLOOD of CHRIST AIDS HEALTHCARE FOUNDATION AMERICAN BAPTIST HOMES of the WEST ASIAN & PACIFIC ISLANDER AMERICAN HEALTH FORUM ASSOCIATION of MATERNAL and CHILD HEALTH PROGRAMS CAMPAGNA CENTER (children & families) CATHOLIC GUILD for the BLIND CENTER for FAMILY HEALTH CENTER FOR MULTICULTURAL HEALTH SERVICES CENTER for RURAL HEALTH (W. VA) CHRISTMAS in APRIL (low-income housing) COMMUNITY FOUNDATIONs (9) CONSERVANCY for TIBETAN ART & CULTURE CORPORATION for PUBLIC BROADCASTING (14 stations) CREDIT UNIONS (7) EAST CAPITOL CENTER for CHANGE EAST RIVER STRENGTHENING FAMILY COLLABORATIVE ETHICS RESOURCE CENTER FAMILY LEAGUE of BALTIMORE FEEDING AMERICA FOURTH PRESBYTERIAN SCHOOL (k-6) FREDERICKSBURG CHAMBER of COMMERCE (VA) FULBRIGHT ASSOCIATION GATES MILLENNIUM SCHOLARS PROGRAM GINGER COVE RETIREMENT COMMUNITY (MD) GIRLS on the RUN HEALING the CHILDREN (donated medical care)

JEWISH COMMUNITY CENTERS ASSOCIATION JUMP$TART COALITION for FINANCIAL LITERACY LUTHEREAN HOMES SOCIETY MOSQUE FOUNDATION of CHICAGO MOSS FREE CLINIC N STREET VILLAGE (women's shelter) NATIONAL ASSOCIATION for JEWISH CHAPLAINS NATIONAL ASSOCIATION of COMMUNITY HEALTH CENTERS NATIONAL COALITION for HOMELESS VETERANS NATIONAL COUNCIL of URBAN INDIAN HEALTH NATIONAL LEAGUE OF CITIES NEIGHBORWORKS AMERICA (aka Neighborhood Reinvestment Corporation) OPERATION HOMEFRONT (military support) PRESBY HOMES & SERVICES (elder housing) REBUILDING TOGETHER (aka Christmas in April) RESTON INTERFAITH (human services) ROBERT PIERCE JOHNSON HOUSING DEVELOPMENT SHEPARDS CENTER FAIRFAX BURKE SHIRLINGTON EMPLOYMENT & EDUCATION CENTER (day laborers) UNITED SERVICE ORGANIZATION (USO) UNITED WAYs (2) URBAN LEAGUE (2) VILLAGE LEARNING CENTER (K-12 Charter School) WARD 7 NONPROFIT CONSORTIUM (DC)

BoardSource-Building Effective Nonprofit Boards

www.boardsource.org

P age |3

The Source: 12 Principles of Governance That Power Exceptional Boar ds

CONSTRUCTIVE PARTNERSHIP1 Exceptional boards govern in constructive partnership with the chief executive, recognizing that the effectiveness of the board and chief executive are interdependent. They build this partnership through trust, candor, respect, and honest communication. MISSION DRIVEN2 Exceptional boards shape and uphold the mission, articulate a compelling vision, and ensure the congruence between decisions and organizational values. They treat questions of mission, vision, and core values not as exercises to be done once, but as statements of crucial importance to be drilled down and folded into deliberations. STRATEGIC THINKING3 Exceptional boards allocate time to what matters most and ensure the congruence between decisions and core values. CULTURE OF INQUIRY4 Exceptional boards institutionalize a culture of inquiry, constructive debate, and engaged teamwork that leads to sound and shared decision making. INDEPENDENT-MINDEDNESS5 Exceptional boards are independent-minded. When making decisions on behalf of the organization, board members put the interests of the organization above those of the chief executive, themselves, or other interested parties. ETHOS OF TRANSPARENCY6 Exceptional boards promote an ethos of transparency and ethical behavior by ensuring that donors, stakeholders, and interested members of the public have access to appropriate and accurate information regarding finances and operations. COMPLIANCE with INTEGRITY7 Exceptional boards govern with full recognition of the importance of their fiduciary responsibilities, developing a culture of compliance through appropriate mechanisms for active oversight. SUSTAINING RESOURCES8 Exceptional boards ensure that the organizations resources are balanced with its strategic priorities and capacities. Individual board members extend the reach of the organization by actively using their own reputations and networks to secure funds, expertise, and access. RESULTS ORIENTED9 Exceptional boards track the organizations advancement towards mission and evaluate the performance of major programs and services. INTENTIONAL BOARD PRACTICES10 Exceptional boards make form follow function when it comes to their own operations. To provide stable leadership to the organization, they invest in structures and practices that transcend individuals and thoughtfully adjust them to suit changing circumstances. CONTINUOUS LEARNING11 Exceptional boards embrace the qualities of a continuous learning organization, evaluating their own performance and assessing the value that they add to the organization. REVITALIZATION12 Exceptional boards revitalize themselves through planned turnover, thoughtful recruitment, and intentional cultivation of future officers.

BoardSource-Building Effective Nonprofit Boards

www.boardsource.org

P age |4

Boar d/Chief Executive Responsibilities Wor ksheet

10 Basic Responsibilities of Nonprofit Boards NOTES on how to improve?
FIDUCIARY 1. Provide proper financial oversight 2. Ensure legal and ethical integrity and maintain accountability 1. Exercise Responsible Financial Stewardship 2. Follow the Highest Ethical Standards, Ensure Accountability, and Comply with the Law 3. Ensure the Quality and Effectiveness of Programs

Chief Executives 10 Basic Responsibilities

3. Determine, monitor, and strengthen the organizations programs and services 4. Support the chief executive and assess his or her performance STRATEGIC 5. Determine the organizations mission and purpose 6. Ensure effective organizational planning

4.

Support the Board

5.

Commit to the Mission

6. Engage the Board in Planning and Lead Implementation 7. Lead the Staff and Manage the Organization RESOURCE DEVELOPMENT

7.

Select the chief executive

8.

Ensure adequate funding

8. Lead and Manage Fundraising 9. Develop Future Leadership

9. Recruit and orient new board members and assess board performance 10. Enhance the organizations public standing

10. Build External Relationships and Serve as an Advocate

BoardSource-Building Effective Nonprofit Boards

www.boardsource.org

P age |5

Boar d Fundraising Culture Assessment: CCUSA Building Board Fundr aising Capacity Kit
1.

Are prospective board members made aware of their fundraising responsibilities before they are elected to the board? yes no sort of / maybe / not certain

2. Are fundraising responsibilities and personal giving included in the board member expectation agreement? yes no sort of / maybe / not certain

3. Do all or almost all board members make a yearly personal stretch gift to the organizations annual fund? yes no sort of / maybe / not certain

4. Does the board chair personally solicit board members annually to ensure appropriate board giving? Does the board chair take time to personally cultivate and steward appropriate higher level prospects and donors? yes no sort of / maybe / not certain

5. Does the executive director take time to personally cultivate and steward appropriate higher level prospects and donors? yes no sort of / maybe / not certain

6. Does the boards fundraising committee organize the boards fundraising rather than actually doing the fundraising itself? yes no sort of / maybe / not certain

7. Is the organizations mission statement clear, concise, and compelling? Can all or almost all board members recite it? yes no sort of / maybe / not certain

8. Beyond just reciting the organizations mission statement, can at least 80 percent of board members convincingly articulate the case for support of the organization? yes no sort of / maybe / not certain

9. Does the director of development (or other staff person) identify appropriate cultivation and stewardship opportunities for board member participation? yes no sort of / maybe / not certain

10. Have the chief executive and director of development presented a clear fundraising strategy to the board and solicited board input? yes no sort of / maybe / not certain

BoardSource-Building Effective Nonprofit Boards

www.boardsource.org

P age |6

11. Do the chief executive and board chair organize meeting agendas to give clear priority to fundraising? yes no sort of / maybe / not certain

12. Do the chief executive and board chair plan annually for board training opportunities in fundraising? yes no sort of / maybe / not certain

13. Do the chief executive, board chair, and director of development publicly acknowledge and recognize board members who are fulfilling their fundraising responsibilities? yes no sort of / maybe / not certain

NOTES:

From David Sternberg, Fearless Fundraising for Nonprofit Boards, Second Edition (BoardSource, 2008).

BoardSource-Building Effective Nonprofit Boards

www.boardsource.org

P age |7

Boar d Action Plan Wor ksheet

Priority

Action Items: NEXT STEPS 1)

Assigned to

Timing

Priority

Action Items: FIDUCIARY ROLE 2) 3) 4)

Assigned to

Timing

Priority

Action Items: STRATEGIC ROLE 5) 6) 7)

Assigned to

Timing

Priority

Action Items: RESOURCE GENERATION ROLE 8) 9) 10)

Assigned to

Timing

Priority

Action Items: STRUCTURE CHANGES 11) 12) 13)

Assigned to

Timing

BoardSource-Building Effective Nonprofit Boards

www.boardsource.org