Friday, May 13, 2016

The Roles of Nonprofit Board Members

Yesterday, I presented on negotiation theory and stakeholder engagement at the Center for Nonprofit Management's Bridge to Excellence Conference.

At a session after mine, I was directed to a PowerPoint entitled What Every Board Member Should Know: A Guide for Tennessee Nonprofits. The PowerPoint was authored by the Tennessee Attorney General, the Tennessee Secretary of State, and the President of the Center for Nonprofit Management. The document is rather simple, but might be useful as a primer for nonprofit board members in Tennessee.  

The conference attendees appeared to be a few hundred nonprofit practitioners and only about three or four professors, two of whom were among the presenters. After my morning presentation, I stuck around and listened to some of the other speakers and enjoyed an excellent lunch. I am a sucker for free food. 

At the conference, I was struck by how nonprofit board members were discussed by some of the speakers and attendees. One question that was posed was - "how do you deal with a board member who is not pulling his or her weight as a fundraiser?" I guess I knew that nonprofit board members were chosen, at least in part, for their ability to give or raise money, but I never really saw fundraising as a major or primary role. The blunt phrase used was "give, get, or get off." Most of my thinking has been on for-profit board members and their role in governance, so this significant focus on another role was a bit unexpected.

Another question asked was - "how do you deal with a board member that is over-involved and thinks he or she is the executive director of the nonprofit?" Again, because of my focus on for-profit boards, this question hasn't been one that surfaced for me; I am usually thinking about how to get board members more involved. In fairness, I do recognize that officers are responsible for the day-to-day running of the organization, and I could see how a board member might overstep. Thankfully, the flip-side, the problem of the under-involved board member, was also discussed.

I left the conference wondering how effective nonprofit board members will be in governing when so much emphasis is put on their fundraising role, and when they are warned to not become over-involved in the operational side of the organization. 

Board diversity was also a major topic - race and gender, and also age (there is evidently a push to get the next generation involved on nonprofit boards instead of just the "same old suspects") and skills and even personality type and political views. I didn't hear any discussion, outside of my session, on socio-economic diversity on boards, which is interesting given the communities that are often served by nonprofits, but maybe not surprising giving the role of fundraising. In my session, I did discuss the role of stakeholder boards, which I am writing on in the for-profit context, as a way to give voice to all major constituents, not just donors.      

I may reflect further on this conference in future posts as it was certainly an interesting and useful day.   

https://lawprofessors.typepad.com/business_law/2016/05/the-roles-of-nonprofit-board-members.html

Conferences, Corporate Governance, Haskell Murray, Nonprofits | Permalink

Comments

Another catchphrase is that nonprofit board members are often asked to give of their "3 T's": time, talent and treasure. Board members tend to emphasize the value of the first two, while the staff often wants to be left alone and to be able to count on the directors to raise money. Staff often do not appreciate or take at all seriously the legal role of the board in governance oversight. Important to set clear expectations on both sides, but it should be the board setting the expectations for one another: the staff doesn't write the job description for the board.

Posted by: Scott Killingsworth | May 13, 2016 8:20:46 AM

Some of the debates around these issues at the American Law Institute sessions on what has now become the Restatement of the Law of Charitable Nonprofit Organizations were eye-opening to me. Many lawyers believed that the management role of the board and the attendant fiduciary duties should not apply at all to non-profit directors, since these folks are just meant to be figureheads or fundraisers (or both). I almost fell off my chair! Thanks for highlighting these questions in this space.

Posted by: joanheminway | May 13, 2016 1:17:15 PM

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