Meeting minutes need to record the proceedings in a way that is simple, unambiguous, and accurately reflects the wishes and actions of the Board. A simple rule of thumb is that minutes should contain enough detail to reflect the steps that the Board took and any critical discussions that took place. Well drafted minutes are essential evidence that the directors fulfilled their fiduciary duties.
Carrying out these duties as the Secretary is crucial to the smooth functioning of all nonprofit corporations. The role of […]
Technology now offers businesses and boards many advantages, including the ability to meet via teleconference, video conference, or even conduct discussion and voting via electronic communications, such as email. But while email is commonplace among many organizations for its ease of use, especially for busy and geographically diverse volunteers sitting on nonprofit boards, there are several reasons to think twice before using email for your next important nonprofit board vote.
At a baseline, your board needs to meet with sufficient frequency to adequately carry out your basic fiduciary and governance duties. This includes hiring the CEO and monitoring the CEO’s performance, creating a vision and direction for the nonprofit, setting goals and monitoring their progress, developing policies and procedures, ensuring sufficient financial resources, and generally safeguarding the organization and its mission.
There are several misconceptions about the legal requirements of non-profits that not only pervade the general public, but also creep their way into the media and in non-profit governance and management. Below are a few such myths followed by a debunking overview.
Nonprofits are increasingly subject to growing regulatory burdens and high expectations from donors, clients and the public. One way nonprofit […]
The Board/CEO relationship can make or break the success of a non-profit organization. The Board of Directors is the collective […]
For a nonprofit organization to succeed, it must have a high functioning Board. While management deals with the day to day operations (planning, organizing and executing the organization’s programs), the Board of Directors provides oversight over the organization’s management, finances, mission, and strategic goals.
All Boards make recruiting mistakes. They carefully vet and enthusiastically elect a new Board member. They hold an orientation, provide […]
A nonprofit’s board of directors is legally responsible for exercising the care an ordinarily prudent person in a like position would exercise in overseeing the organization’s operations. This includes the organization’s finances and legal compliance.
At times, issues will give rise to spirited debate among Board Members who each possess valuable yet different skill sets and different points of view. The Chair should make efforts to mediate differing opinions and encourage consensus on actions or policies that represent the best aspects of all points of view.
Rubber stamp boards tend to take a hands off approach to their duties and simply approve everything put in front of them by management without actively participating in deliberation and debate. This approach is dangerous for the nonprofit and the directors.
The micro-managing board members show up to their first board meeting and before they have done anything of substance for the organization, they want to revamp the reports, review the nonprofit’s journal entries, question every expense, and critique the Chief Executive’s management style. One might rightly ask whether these activities are adding value. I would argue that nine times out of ten they are not.
If I could point to the one decision my clients almost always end up regretting, it’s the decision to enter into a comprehensive management contract. Some management companies prey on nonprofits, taking control over the nonprofit’s operations and charging unreasonable fees for services of questionable value.
One of the fastest ways to destroy a nonprofit is for board members and staff members to start confusing their roles and stepping on one another’s toes.
While board service can be one of the most rewarding ways to give back, a bad fit or poor performance can lead to a difficult and even potentially costly board service experience.
Whenever nonprofit directors, officers or staff members’ personal interests are impacted by their decision-making on behalf of the nonprofit, conflicts of interest can arise. All nonprofits encounter conflicts and all nonprofits need to understand effective conflict management.
n the context of a nonprofit corporation, a quorum is the number of board members that must participate in a board meeting to permit official business to be transacted at the meeting.
At the end of each year we like to look back at our most popular posts to evaluate what our readers are finding most interesting and useful on the blog.
To folks who are new to nonprofit governance, grasping the difference between directors and officers of a nonprofit corporation can be confusing.