Blog: Boards of Directors

I do know at least one person who has been the chair of a board for over 20 years (a big organization). Is that unusual?

It is an extremely unhealthy situation, but is not unusual for an NPO that never grew up. I’d expect that the same people are doing the same things they’ve done, and where the organization is not providing much more service now than it did a decade (or more) ago.

Besides the fact that the laws of many states prohibit officers from holding posts indefinitely (many require specific terms of office), there should be board turnover on a regular basis … for the health of an organization. The usual is three-year terms, with a six year concurrent total.

Board members of a 501(c)(3) are the representatives of the community. They are responsible for seeing that the NPO is operated in a responsible manner, and that it meets the needs of the community. As a community changes, so do its needs, and NPO boards should change commensurately. A non-changing board (especially where the leadership is entrenched) cannot adequately respond to the changing needs of the community.

I used to say [tongue in cheek, that] I’d like to show up once a quarter, like some of [our board members], make decisions, then come back in 3 months to see how it went….

Boards should, for the most part, only meet once a quarter. Most of the work of a board should be done in committees. The board assigns the tasks; the committees investigate, plan and take any authorized action, then report back to the board.

If an organization functions as ours does, where the VP has most responsibility for admin and/or operations, is he the VP Executive Director? [Are] the ED and the CEO always the same? My role will not be primarily staff management, etc. Am I the CEO, since he is under me?

It sounds as if you and your associate are in the roles most suited to your abilities and preferences, and that the only question is what your titles should be.

You’re the visionary and the decision maker — so you’re the chief executive officer (CEO). Your associate is the nuts-and-bolts type and functions as the chief operating officer (COO). But don’t get hung up on titles.

Executive Director and Deputy Director would work. So would President and Executive Vice President. As long as you have the job descriptions clear — the titles are only as important as you want them to be.

But, there is one more consideration: Typically an organization’s bylaws define the title/job description of the CEO; and, typically, that person is responsible for hiring and firing of all other staff, their periodic evaluations and salary recommendations.

If you’re going to distance yourself from the day-to-day, and if your associate will be responsible for staff oversight, maybe both positions – CEO and COO – should be defined in the bylaws. Ask your attorney to check on your state laws.

We’re in that gray in-between area, as I’m sure you guessed. The mission of the organization is strong, the development role of the board has not been, as is a result of our youth and my gradual recruiting of people who fit that role.

At this stage in the life of your organization, it’s important that you have a board that can share and help shape the vision, as well as provide various kinds of expertise needed by a growing NPO. It is also important that every board member be a donor, and that they give at an appropriate level — based on their ability to give.

=-=-=-=-=-=-=-=-=-=-=-=-=-=

Have a comment or a question about starting, evaluating or expanding your fundraising program? Contact Hank@Major-Capital-Giving.com With over 30 years of counseling in major gifts, capital campaigns, bequest programs and the planning studies to precede these three, he’ll be pleased to answer your questions.