In a nut shell, your job is to lead the board by inviting participation of board members; guiding evaluations of the organization, executive director and the board; facilitating communication among the board and between board and staff; delegating authority; raising funds and supporting resource development efforts; and maintaining 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 or by the Executive.
When you
become Chair sit down with the Exec and map out your goals for your term, 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 for you to go through the Exec 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 Execs everywhere, I ask you to please remember that the Executive is the CEO
of the company, 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 to 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 but 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!
Thanks for sharing this. As a Board President this short post gave me some insight into an area I had questions about - what do we vote on and what are just executive decisions. Very helpful.
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