Board of Directors
How to Build, Strengthen, & Support It
Whose Job Is It Anyway?
Nonprofit Boards of Directors operate on many different levels of sophistication, from a 25-member national board that follows Robert’s Rules of Order (2011) to the letter at every meeting, to the five-person local board that has never heard of Robert’s Rules of Order and on which the sitting members are all friends with the organization’s founder.
Some less-established nonprofits will even make the well-intentioned mistake of asking people to join the board with the promise that the recruit will “not have to do much”, perhaps just “show up at a few meetings”. The organization is aware that it needs a board to legally operate, so they pull in anyone they can in any way possible. On the other end of the spectrum, large boards also experience a communication gap at times because of their size and geographical locations. It is not surprising that people who join Boards of Directors often admit to feeling ill-prepared for their role as a part of a governing body.
From the organization’s perspective, nonprofit executives thus can often be heard lamenting that they feel their board is ineffective and is not “helping” in the ways they should be. The cause of this disconnect lays squarely at the nonprofit’s feet. It is the responsibility of the nonprofit organization to partner with their board to:
- recruit according to need and ability,
- set expectations for future members, and to
- provide the tools and education necessary for members to be confident and perform their duties well.
No matter how famous, financially fortunate, or passionate about the mission a member of the board is, they are still volunteers, and should be treated as such. As nonprofit professionals, we must keep in mind that they do not intrinsically owe us anything. No one wants to dedicate their volunteer time to an organization only to end up feeling that time is wasted because their talents are not being fully utilized. It is our responsibility as nonprofit professionals to prepare well, set our boards up for success, and thank them genuinely and regularly for their efforts.
Duties of Care, Loyalty, and Obedience
We’ve established that volunteers often join boards without fully understanding the scope of their role. So what exactly are the duties expected of a nonprofit’s Board of Directors? According to BoardSource, the national organization dedicated to strengthening board leadership, they are “duty of care”, “duty of loyalty”, and “duty of obedience”. Those three things sound daunting, but easily boil down to this- boards must be dedicated to: prudent use of assets, making decisions in the best interest of the organization, and ensuring that the organization obeys applicable laws and acts ethically.
With such an important purpose to fulfill, what can we do to determine a current board’s level of comfort and competency? This is where Board “Self-Assessments” come in. The name is a little misleading. It does not mean that the board members are determining for themselves what is missing and how to fix it. It means that board members are surveyed on very specific topics by a third-party.
Board of Directors Self-Assessment
The questions in a self-assessment are intended to help the nonprofit and its governing members:
- pinpoint areas in which the board is already functioning well
- identify areas where members need more information to be sure they are fulfilling their duties
- uncover any potential problem areas that require attention
Survey topics include, but are not limited to: expectation setting, recruitment, committees, laws and regulations, fundraising, audit, program outcomes, marketing and PR, mission clarity, and strategic planning. These are just a few examples. Questions can also be added to specifically address any problems the organization is experiencing.
It is important to administer the assessment as a blind survey, assuring anonymity. Surveyees are more likely to give unfiltered responses if they are assured there cannot be repercussions; this is also part of the value of having a third party deliver the assessment. When possible, I also deliver an identical but separate survey to the nonprofit’s executive team; this can uncover significant variances in how the staff and the board each perceive functionality and effectiveness.
It is useful to have a two-pronged survey, one section focused on how the individual feels about their own personal service, and one regarding how they perceive the performance of the board as a whole. Surprisingly often, board members believe their own knowledge of and performance regarding governance is solid, but that their peers display a significant lack of competence.
Some of this can be attributed to the fact that, as individuals, we want to believe we are giving our all. But what these beliefs really highlight is that board members don’t communicate well or often with each other, may not know the strengths others bring to the proverbial table, and do not have knowledge of others’ activities and levels of participation. (Survey responses often show that board members do not know which members sit on which committees, and often think other board members are not on any committees- even though committee participation is generally a requirement set forth in bylaws.)
When administering this type of assessment, I generally give the board and nonprofit execs the raw answers in graphs and percentages. Colored pie charts are a stark way to see commonalities and disparities; they drive home just how much variance exists between each participant’s perception of reality.
These survey questions are among my favorites, because they tend to illustrate enormous knowledge gaps (when we know where gaps exist, then we know where to focus our efforts to improve):
1. The board has members with expertise in the following areas (Check all that apply)
_Financial Stewardship
_Legal Compliance
_Risk Management
_Organizational Impact in the Community and/or with Clients
_Executive Oversight
_Human Resources
_I don’t know
Answers to this question usually turn out to be pretty far off the mark. For example, some small nonprofits’ members will answer that they have someone proficient in all areas, when in reality, they may have one or two categories covered. Large, national boards’ members sometimes believe there is a shortfall in every category, when in fact, most categories are accounted for.
For some organizations, what causes many members to answer “I don’t know” is simply that they have never seen a Board of Directors contact list that includes affiliations. Such a roster is something that every nonprofit should have.
After board self-assessments are administered and the responses are shared, it is useful to have an education and strategy session with the board to discuss the areas that raised questions. It is then that, when members look at the areas of expertise and begin to discuss, it may come out that before Gloria retired she was a risk manager for an oil company. Or that Jim used to sit on a United Way Community Investment Committee, so he has a solid understanding of measuring organizational impact. Think of how much easier committee creation would be with this knowledge in hand.
2. Newly elected board members have had expectations set appropriately and receive adequate orientation to their role and what is expected of them.
_Strongly Agree
_Agree
_Disagree
_Strongly Disagree
_I don’t know
This can lead to an extensive evaluation of board recruitment processes and materials such as job descriptions and board expectations.
3. Board members have an elevator pitch and/or have been trained in presenting about the organization and its mission.
_Strongly Agree
_Agree
_Disagree
_Strongly Disagree
_I don’t know
Discussion that ensues often uncovers that each member has their own way of describing the organization and its work, but that they are unaware of the correct or preferred way to present mission and programs.
4. Which of the following policies and procedures does the organization have? (Select all that apply.)
_Gift Acceptance Policy
_Social Media Policy
_Development Plan
_Strategic Plan
_HIPPA Compliance (or another industry-specific regulation)
_Personnel/HR Policies Such as Non-discrimination
_Board Service Agreement
_Whistleblower Policy
_Ombudsman
_Board member Conflict of Interest Policy & Confidentiality Policy
_Document Retention Policy
_Emergency/Disaster Plan That Includes a Public Relations Component
_Brand Standards
_Board & CEO Succession Procedures
This last question generally sparks the mother of all conversations at a strategy and planning meeting. Why? Because many nonprofits do not have some of the items at all, some of them are out of date, or some have never been seen by a current board member and have not been reapproved since 1975. Remember, boards are responsible for ensuring the organization adheres to all applicable laws…
The capabilities of the nonprofit Board of Directors are crucial to the success of the organization. Unless the organization is a start-up nonprofit that is completely volunteer-run, it is our responsibility as nonprofit professionals to arm our governing bodies with the tools and information they need to govern efficiently, effectively, and fairly. A Board of Directors Self-Assessment is one evaluation tool that can assist in determining where the organization and its board performs well, and what areas need attention. And let’s face it, a little self-evaluation and reflection is never a bad thing.
Tracy Vanderneck, MSM, CFRE
President, Phil-Com, LLC
References
Robert, H. M., Robert, S. C., Seabold, D. E., & Gerber, S. (2011). Robert's rules of order: Newly revised, 11th edition. Philadelphia, PA: Da Capo Press.
Roles and Responsibilities - BoardSource. (n.d.). Retrieved from https://boardsource.org/fundamental-topics-of-nonprofit-board-service/roles-responsibilities/
