The Invisible Yellow Line™ Clarifying Board and Staff Roles Presented by Jean Block Jean Block Consulting, Inc. 2015 Jean Block Consulting, Inc. 1 About Your Presenter • • More than 45 years in nonprofit sector as board and staff leader. Author: • • • • • 2015 Jean Block Consulting, Inc. • • • • The Invisible Yellow Line: Clarifying Board and Staff Roles The Nonprofit Guide to Social Enterprise: Show Me The (Unrestricted) Money! FUNdraising! 180+ Great Ideas to Raise More Money The ABCs of Building Better Boards Fast Fundraising Facts for Fame & Fortune Jean Block Consulting, Inc. since 1996. Albuquerque NM. Social Enterprise Ventures LLC since 2006. www.jblockinc.com www.socialenterpriseventures.com 2 The Invisible Yellow Line™ Football? Really? What does football have to do with board and staff roles? 2015 Jean Block Consulting, Inc. 3 The Invisible Yellow Line™ • It’s invisible … • It moves … • It can be hotly contested … • Neither team can actually see it … 2015 Jean Block Consulting, Inc. 4 Different Teams, But Same Goals Football? Win the Game Your Organization? Serve the Mission – Everybody Wins 2015 Jean Block Consulting, Inc. 5 The Basics Board = Policy, Strategic Direction Staff = Management, Administration 2015 Jean Block Consulting, Inc. 6 Definitions • Governing Board: Ultimate legal responsibility and authority. • Advisory Board: Usually no governance responsibility or authority. • Working Board: Same ultimate legal responsibility and authority in addition to hands-on responsibilities. 2015 Jean Block Consulting, Inc. 7 The Board’s Basic Governance Responsibilities What The Board Should Know 2015 Jean Block Consulting, Inc. 8 The Board’s Basic Governance Responsibilities • • • • • • Has ultimate legal responsibility for effective governance of the organization. • IRS Form 990 Guidelines (www.guidestar.org) Ensures the organization meets its mission and purpose. • Mission-centered decisions “Re-invents” itself via term limits to ensure appropriate skills and leadership. Members bring varied perspectives but do not advance personal issues • Conflict of interest Follows bylaws. Has board policies and procedures. 2015 Jean Block Consulting, Inc. 9 The Duties Duties of Care, Loyalty and Honesty 2015 Jean Block Consulting, Inc. 10 The Duty of Care • Duty of Care • Must act as a “reasonably prudent person would act…” • Must come to meetings educated about the issues and prepared to act responsibly. This means TIME! • Consider an annual Commitment Letter to reinforce the importance of this and other board responsibilities. 2015 Jean Block Consulting, Inc. 11 The Duty of Loyalty • Duty of Loyalty • Ensures no conflict of interest in decision making. • Puts the goals of the organization before personal goals. • Discloses all conflicts of interest or potential conflicts of interest (IRS Form 990). • Speaks with one voice, supports the majority. 2015 Jean Block Consulting, Inc. 12 The Duty of Honesty • Duty of Honesty • Ensures that the organization follows bylaws and all regulatory requirements in governance matters. • Reviews and ensures all filings are current and accurate (990, state and federal). • Ensures compliance with tax-exempt rules (lobbying, etc.) 2015 Jean Block Consulting, Inc. 13 The CEO’s Basic Governance Responsibilities The Staff Leader’s Responsibilities 2015 Jean Block Consulting, Inc. 14 The CEO’s Basic Governance Responsibilities • • • • • Carries out board-directed policies, strategies, in partnership with the board.. Manages day-to-day operations of the organization. Provides regular feedback to board re: organization’s execution of goals. Supports board with information required to assist it in governance and strategic direction. Communicates, communicates, communicates… • Reinforcing the Yellow Line - the CEO’s report 2015 Jean Block Consulting, Inc. 15 The CEO’s Basic Governance Responsibilities • Management and oversight of compliance with regulatory bodies, etc. • Management and oversight for filing of reports to granting agencies in a timely manner, etc. But the board has ultimate legal responsibility for governance! 2015 Jean Block Consulting, Inc. 16 The Board’s Basic Human Resources Responsibilities Walking a Fine Line… 2015 Jean Block Consulting, Inc. 17 The Board’s Basic Human Resources Responsibilities • • • • • • • • Hires and supervises the CEO…only! Develops the job description for CEO. Evaluates CEO performance based on agreed-upon goals and objectives. Is not involved with staff below CEO…unless… Does not get involved in day-to-day human resources management. Oversight - HR policies are current. Understands and abides by grievance policy, whistle blower policy and other organizational policies (such as confidentiality). Plays a “partner” role with the CEO…it takes both teams to serve the mission. 2015 Jean Block Consulting, Inc. 18 The CEO’s Basic Human Resources Responsibilities Holding the Yellow Line 2015 Jean Block Consulting, Inc. 19 The CEO’s Basic Human Resources Responsibilities • Has annual goals and objectives approved by the executive committee or full board. • Hired by the board…reports to the board…has a clear job description. • Is evaluated annually (or more often). • Attends board and committee meetings as a non-voting advisor. • Hires, evaluates, manages all other staff. • Trains staff in policies, procedures, compliance, etc. 2015 Jean Block Consulting, Inc. 20 The Board’s Basic Fiscal Responsibilities Paying Attention to the Bottom Line 2015 Jean Block Consulting, Inc. 21 The Board’s Basic Fiscal Responsibilities • Has ultimate legal authority and responsibility for fiscal accountability and • • • • • effective fiscal management. Approves and ‘owns’ a reasonable and achievable annual budget. Authorizes and reviews the annual independent audit. Reviews the annual IRS Form 990 before it is filed. Keeps professional minutes of board meetings. Understands and reviews regular financial reports. 2015 Jean Block Consulting, Inc. 22 The CEO and Staff’s Basic Fiscal Responsibilities Policies, Procedures and Controls 2015 Jean Block Consulting, Inc. 23 CEO and Staff’s Basic Fiscal Responsibilities • Prepares annual budget for board acceptance. • Coordinates the annual audit process. • Ensures fiscal management, policies, procedures are up to date and followed. • Provides internal training and resources for sound fiscal management. • Manages and reports actual vs. budget expenses and revenues. 2015 Jean Block Consulting, Inc. 24 The Board and Planning Preparing the Roadmap 2015 Jean Block Consulting, Inc. 25 The Board and Planning • Schedules the annual strategic planning session ( in partnership with CEO and key staff). • Annual plan drives work of board, board committees and entire organization. • Approves and monitors development plan, marketing plan, program plans, etc. 2015 Jean Block Consulting, Inc. 26 CEO and Staff and Planning Following the Roadmap 2015 Jean Block Consulting, Inc. 27 CEO and Staff Planning • Participates in annual strategic planning process (key staff). • Develops development plan, marketing plan, etc. for board approval. • Regularly evaluates key programs, services, fundraising, policies, etc. to enhance effectiveness and outcomes. • Reports progress to board regularly (formatting the meeting agenda). 2015 Jean Block Consulting, Inc. 28 The Board and Resource Development Setting the Example by Giving and Getting 2015 Jean Block Consulting, Inc. 29 The Board and Resource Development • Every member makes an annual personal or professional financial contribution. • Members agree to develop financial and in-kind resources within their spheres of influence. • Assists with and supports fundraising events and activities. • Reviews budget, outcomes of fundraising plan and events. • Resource: Menu of FUNdraising Opportunities (www.jblockinc.com) 2015 Jean Block Consulting, Inc. 30 CEO/Staff and Resource Development Measuring and Monitoring 2015 Jean Block Consulting, Inc. 31 CEO/Staff and Resource Development • • • • • • Has day to day responsibility for fundraising, systems, reporting. Ensures compliance with state and federal regulations and restrictions that affect recognition, reporting, fundraising systems, etc. (IRS publications 598 and 1771) Develops a diverse development plan for board approval. Supports board fundraising efforts with training, encouragement. Reports actual vs. budget in all fundraising activities to the board. Resource: FUNdraising! 180+ Great Ideas to Raise More Money @ Amazon.com 2015 Jean Block Consulting, Inc. 32 Defining the Invisible Yellow Line Coaching and Talking 2015 Jean Block Consulting, Inc. 33 Defining the Yellow Line • Board Member Job Description clarifies expectations. • Annual communication. • • Board and staff leadership Board and staff committee liaisons • Respect for each other’s roles and responsibilities. • Open, honest communication and feedback. Adopt the Invisible Yellow Line ! 2015 Jean Block Consulting, Inc. 34 Resource – Hot Off the Press! The Invisible Yellow Line™ Published by CharityChannel Press Also available at Amazon and Barnes & Noble 2015 Jean Block Consulting, Inc. 35 Thank You Visit my website for ideas, sign up for free e-newsletters, forms to copy and more: www.jblockinc.com Email Me jean@jblockinc.com 2015 Jean Block Consulting, Inc. 36