So I’m A Board Member
Tell Me More !!!
Presentation by:
Wayne Page
Municipal Affairs and Housing
In This Session
We Will Look at:
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Why your organization exists
Types of Boards
Relationships – authority,
responsibility, accountability
Policy – Board vs. Operational
Patterns of Development
Why Does Your
Organization Exist?
What is your organization’s reason for being? Why do you do
what you do?
What does the community need in your area of expertise?
What is special about your organization? What do you do
that is different from other organizations?
If your organization did not exist what would be missing in
the community?
Types of Boards
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Advisory
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Governing
Governing Boards
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Policy Board
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Policy Governing Board
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Working/ Administrative Board
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Collective
What is Governance?
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It is the exercise of
authority, direction
and control of the
organization to
ensure its purpose is
achieved.
Governance Clarifies:
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Who is in charge of
what?
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Who sets the direction
and parameters within
which the direction is to
be pursued?
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Who makes decisions
about what?
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Who sets performance
indicators, monitors
progress and evaluates
results?
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Who is accountable to
whom for what?
Principles of Governance
The Board articulates and communicates the mission/vision
The Board defines the parameters within which the
organization operates.
The Board focuses on the whole organization, rather than
on particular issues of interest to the Board or to individual
Board members.
The Board must work as a whole. No individual member,
including the chair, or group of individuals such as
committees, has the authority to direct the organization or
its staff.
Principles of Governance
The Board is a body that speaks with one voice or not at
all.
The Board hires, supervises and releases only one
employee: the CEO.
The Board avoids making management and operational
decisions
The Board is responsible for its own management. This
includes Board recruitment, orientation, agenda
development, evaluation and meeting management.
Hour Glass Model
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Authority – The formal legitimate right given
to people to take certain actions themselves or
to require others to take certain actions.
Responsibility – The obligation people have to
carry out assigned tasks in an effective
efficient and conscientious manner.
Accountability – Making people answerable for
the results of the tasks assigned to them.
Focus, Authority and
Accountability of Governance
Staff
Senior Manager
Board
Focus
Present
Authority
Implementation
Accountability
To Senior To Board
Manager
Future
Management
Governance
To Membership/
Community
Board Expectations of a
Senior Staff Member
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Is responsible to the board
Serve as senior executive of the organization
Be a professional advisor to the Board
Recommend appropriate policies for
consideration
Effectively implement all policies adopted by the
Board
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Provide accurate, appropriate and timely
information about policy issues
Recruit, supervise and develop a competent staff
Assist the Board in developing and conducting
advocacy programs
Develop a budget and keep the Board informed of
budget problems
Senior Staff Member
Expectations of the Board
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Develop policies that govern the direction of the
organization and set parameters for the operation
of the Senior Staff member
Delegate responsibility for management functions
Refraining from handling administrative details
Consult with the Senior Staff member on matters
what the Board is considering
Make all staff responsible to the Senior Staff
member
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Provide support to the Senior Staff member in
carrying out his/her professional duty
Support the Senior Staff member in all decisions
and actions consistent with policies of the Board
and standards of the organization
Hold the Senior Staff member accountable for the
performance of the organization
Evaluate the work of the Senior Staff member.
Governance Functions
Policy Board
Policy Governing
Board
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Framework Governance
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Ends/ Outcomes/ Results
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Program Governance
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CEO Limitations
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Financial Governance
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Board Governance
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Personnel Governance
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Board Staff Relationship
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Advocacy Governance
Framework/
Ends/Outcomes
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Values: are standards or qualities that represent core
beliefs or convictions that establish priorities for
decision-making and action.
What do you want your organization to stand for?
What values/ beliefs should guide the decisions of the
organization?
Mission Statement
Describes your purpose/ reason for your
existence;
 Describes what you do and for whom;
 Clear, easily said and understood;
 Answers the question what business are you
in.
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Vision Statement
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A vision is not a plan;
It is a declaration of the organizations most desirable
future;
It is a picture of what you want to create for people you
serve;
It is concrete and specific;
It is consistent with the organizations values,
philosophies and behaviours;
It is attainable and realistic;
It is challenging and bold.
Target statement(s)
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Identifies who is the beneficiary of the programs and
services of the organization.
Who does your organization provide services to?
Aims or strategic direction
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Clarify the end results of the organization in major
areas;
 Broadly describe how the organization will accomplish
its mission and work towards its vision.
Program Governance
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Monitors the external environment and makes sure that
services are relevant to users;
Ensure that a viable strategy is in place to achieve the
organization’s mission and outcomes;
Determines percentage of resources will be used for
programs and services;
Monitors and evaluates the results and costeffectiveness of the programs and services.
Financial Governance
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Board establishes the budgeting process and financial
reporting system;
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Reviews the budget throughout the year;
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Manages the assets of the organization;
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Oversees fundraising strategies.
Personnel Governance
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Defines board’s relationship to senior staff;
Delegates authority to senior staff;
Develops policies that define role, responsibilities and
functions of senior staff;
Sets compensation and benefits;
Hires, evaluates and releases senior staff;
Establishes policies for use of volunteers;
Promotes good board - staff relationships;
In organizations without senior staff, the board
develops personnel policies for all staff and service
volunteers.
Advocacy Governance
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Confirms the organization’s identity in the community;
Carried out by representing the organization to the
community, government, foundations, corporations, and
funding agencies;
Achieved through educational programs and public
relation campaigns promoting the mission and the
organization;
Overall the advocacy function seeks to develop
community awareness of the unique mission or purpose
of the organization.
True or False
You must believe in the
importance and value of
an organization before
considering election to a
board.
Good relations between the
board and staff are the
responsibility of all board
Board members who do not
agree with a board decision
should lobby outside the
board to have the decision
reviewed.
You are not responsible for
actions taken at a meeting
you did not attend.
members.
Role Clarification
I think the BOARD
currently does:
I think the BOARD
should do:
I think the BOARD
shouldn’t do:
I think the EXECUTIVE
currently does:
I think the EXECUTIVE
should do:
I think the EXECUTIVE
shouldn’t do:
I think the STAFF
currently does:
I think the STAFF
should do:
I think the STAFF
shouldn’t do:
You Want Me to Do What?
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A Board must know what it expects of each member and
must communicate these expectations to prospective
members during the board recruitment process. The
process of defining a job and writing a position
description forces the Board to openly clarify its
expectations as a board member, president/ chair, vicepresident/ chair, secretary, treasurer etc.
Performance Expectations
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Represent un-conflicted loyalty to the interests of the
organization and its membership.
Conflict of interest: Avoid conflict of interest with
respect to fiduciary responsibility: holding a position of
trust that requires a board member to act honestly, in
good faith and in the best interest of the organization.
Must not exercise individual authority over staff or the
society, except as described in policy.
Performance Expectations
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Deal with outside entities or individuals, with clients and
staff, and with each other, in a manner reflecting fair
play, ethics, and straightforward communication.
Be informed about current issues and be prepared to
discuss these issues; Notify the chairperson in advance
if unable to attend board meeting; Provide written
reports in advance of the meeting; Read minutes before
meetings.
Attend all board and committee meetings; develop a
working knowledge of meeting procedures.
Performance Expectations
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Keep confidential board business and matters
of a delicate nature.
Speak positively of the organization to the
public.
Board Member Position
Description
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What is the job title?
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Authority: What authority does the position have?
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Responsibility: Who is accountable to whom?
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What are the broad areas of responsibility?
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Requirements: What is expected of board members?
Board Member Position
Description
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General Duties:
What are the typical duties board
members are responsible for?
Evaluation: How will board members ‘ effectiveness be
assessed?
Review Date: When will this job description be
reviewed?
Approval Date: The board must approve the job
descriptions for board members. State when it was last
approved.
I’m The
President/ Chair
 Representing the Society in all matters pertaining to the
organization;
 Ensures the Board adheres to its bylaws, objectives,
policies and procedures;
 Keeps the meeting discussion on topic by summarizing
issues;
 Evaluates the effectiveness of the Board’s decisionmaking process;
What Might the Vice –
President/ Chair Do?
 Acts in the absence of the President;
 To assist with the coordination of the Association’s
Annual Evaluation and Planning Retreat;
Do I just
Count Money?
 Acts as signing officer for checks and other documents;
 Present at regular meetings or whenever required an
account of all transactions;
 Report quarterly/semi-annually/ annually to the Board
of Directors on the status of the Association’s financial
position;
 Disburse the funds of the Association as ordered by the
Executive Committee.
Just Minutes?
 Attend all meetings of the Executive Committee and the
Board of Directors and all Association Meetings of Members;
 Signs Board minutes to attest to their accuracy;
 Send or cause to be sent such copies of Minutes and Notices
of Meetings to Members and Directors as required by Bylaws;
 Keep or cause to be kept copies of the organization’s bylaws
and Board’s policy statements;
 Ensures there is a quorum at the meetings.
Ladder of Development
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Polite stage
Why are we here
Bid for Power
Constructive
Esprit