Monday, October 21, 2013

What does your board of directors do?

I haven't written anything in a while.  I've been very busy with our Niagara College Men's and Women's Soccer programs, but I've been doing a LOT of listening lately.

Just about every Non-profit Organization has a board of directors.  This includes most sports based clubs.

(Moving forward I will refer to Board of Directors as BOD and Non-profit Organization as NPO.)

Why am I writing about BODs?  It's not to criticize, but to offer suggestions for directors and club members.

In Welland, there have always been grumblings at one time or another about boards and they all take their turn being accused of bad decisions.  Soccer, hockey, basketball, baseball or lacrosse.  Somebody, somewhere did something wrong to somebody else.

Even at a district, regional, provincial or national level , decisions on sports are analyzed and criticized.

Over the last few years:
  • Canadian Soccer implementing LTPD
  • Canadian Hockey moving the age for body contact
  • Quebec Soccer implementing, then rescinding, a ban on religious head-wear on the field
  • The way Ontario Basketball tiers teams for provincial championships
  • The most recent controversy is Ontario Soccer's selection of clubs to start the new Ontario Player Development League.
We aim our criticism at emotional targets like "nobody cares about the kids" or "in it for their own
gain" etc.  Really, if boards are operating within properly organized NPOs, directors should be spared a lot of the emotion and guessing that allegedly happens.  Emotional accusations are difficult to prove and easily dismissed.  Concerns that revolve around process and disregard of precedent and published constitutions are another story.
Board decisions revolve around several topics that affect the membership.  Those topics include, but are not limited to:
  • Financial issues
  • Facility matters
  • Programming decisions
  • Competitive structure
  • Member experience
Over the last 25 years I have had the pleasure of the following boards/committees:
  • Greater Welland Pelham Chamber of Commerce - board
  • Welland Heritage Council - board
  • Welland Development Commission - chair
  • Welland City Councillor - elected councillor
  • Niagara Regional Council - appointed to replace deceased member
  • BitNET Niagara - chair
  • Welland Soccer Club - board
I am shocked by two glaring consistencies with every board I've been on.  The first is how many people pay attention to what's being done and concerns expressed with a variety of issues.  The second is how many people disappear when the opportunity arises to do something about it or run for a seat on a board.

Do things need to be formal for boards?  Can't we just trust the passion and commitment of those that choose to sit on boards?  Well, that would be nice, but no.  Most NPOs deal with members' money, possible assets, purchasing situations, publicly funded facilities and possible employees.  None of those things deserve to be taken lightly.  When a member pays their fee or a corporate sponsor donates money, they have a right to expect responsible governance and ethical use of their contribution.

If you have questions to ask your board or you are a director looking to reflect, start with these:

Does your organization have a constitution and clearly stated Mission Statement and Vision?  
  • Yes?  How does every decision support these documents?
  • No? Why not?  What guiding principles does the board use?
Does your organization have policies and bylaws in place to guide decisions?
  • Yes? Are policies respected?  Are they periodically revisited to ensure they are still relevant? Does going against policy expose your NPO to criticism or future strange requests? Are possible new policies open to input from members?
  • No? Is each decision a 1-off affair leaving you with a mish-mash of situations within your club?  What framework do you use when deciding how money is spent or resources allocated? How do you deal with member requests?
If you have a governing organization above you, do your mission, vision and policies fall in line with theirs?
  • Yes? Does your club have input into their decision making?
  • No? Why are you still a member?  
Do your directors have term limits?
  • Yes? Are they enforced?  Does your organization keep the membership engaged enough to encourage people to consider board participation?
  • No?  Does that create a situation that prevents or discourages new ideas, even if unintentional?
  • There is no right or wrong answer to having term limits.  But if you have them, your board should be proactively and constantly recruiting board members.  In a nutshell, find their own replacements. 
Are conflicts of interest declared by the appropriate people at the right times?
  • There are laws and guidelines set out in Canada for Directors of NPOs.  Not declaring conflicts  can expose the organization to criticism and legal liabilities. "Who's gonna know?" is not the desired statement. 
Are meetings open, minutes published and financials presented in full at the Annual General Meeting?
  • The answer better be "yes".
I honestly believe that everybody joins a board with good intentions and wants to do well.  If your organization has clearly defined guiding principles, everybody's job is easier, decisions can withstand public scrutiny and members can ask the right questions and make the right requests.

But rather than complicate things and ask a zillion questions, I refer you directly to Rotary International.  I have yet to see a more clearly defined set of guiding principles for an organization.  Rotary never drifts into areas for which they were not designed to serve.  Their structure is sound and consistent throughout the organization.

Your action items for today:
  • If you sit on a board, does a mission statement and vision exist?  If not, get the ball rolling on developing one.
  • If you are a member of an NPO that has a board, ask how much access you have to decisions, meeting minutes and policy development and possible board participation.