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Board Relationship
2/17/2017 12:00 AM

How you update the board at meetings can be key to preventing micromanagement, according to this article in B&A.

What you report to your board can be crucial. It can be the difference between fending off board attempts to micromanage you and a board that focuses on the strategic “big picture” at its meetings.

Executive Director Margie Hale (Charleston, W.V.; effectively keeps her board away from the weeds by directing their attention to progress on goals with a “Strategic Plan Update for the Board” at meetings.

“The report highlights our progress with our strategic plan goals,” Hale said. The update focuses on giving the board measurable objectives, so the board is reviewing meaningful information at its quarterly meetings.

“Board members find this helpful, because they can see in a short report how we are doing with our strategic plan,” Hale said. “That helps them stay focused.”

An example of how “what” you report to the board sets the tone for what kind of relationship you have with the board. Recently, Hale had a board member serving who began his term on the board by asking the board to focus on a single policy area that was important to him.

“This wasn’t even on our agenda,” Hale said.

The board member’s singular interest created stress and tension on the board. “He would dominate meetings and couldn’t seem to understand that we wanted him on the board to focus on KIDS COUNT’s agenda,” Hale said.

Hale and her board were astonished when this board member single-handedly convened a committee to study his issue. “Fortunately, the people he was trying to recruit for this committee knew they couldn’t serve without the chair’s approval,” she said. After this setback, the board member resigned.

Hale believes that with a strategic planning process and reporting mechanism in place, this incident would not have taken place. “At the least, it would have been easier for him to understand our agenda and helped the board stay strong in the face of his aggression,” she said.

Nonprofit Executive Compensation
2/10/2017 12:00 AM

Use for-profit data sparingly when working with the board on your compensation package, advises Board & Administrator.

When providing your board with comparative data to help them determine reasonable compensation for you, take care when using salary information from for-profit businesses. Here are some issues to consider:

  • Start by focusing on nonprofit comparison data. These should be your go-to comparison data because it will most likely give a true picture of your compensation in relation to your peers, but once you’ve gathered this information, it is okay to sprinkle in some for-profit data.
  • Match business demographics carefully. To use for-profit comparison data, take care to match the size of the organizations. For instance, if your organization has a $5 million budget, use comparison salary data from for-profit companies of a similar budget size.

More tips on making salary comparison data appropriate:

  • Use multiple sources. Include local sources in the data you provide to the board, along with some national data. All sources should be reputable.
  • Match size and type of the organization as closely as you can. If your organization is faith-based, pull your comparison data from other faith-based nonprofits, for example.

For more information, go to

2/2/2017 12:00 AM

Creation and revision of bylaws requires the board’s best effort, says Terrie Temkin in this Board & Administrator feature.

Nonprofit board consultant Terrie Temkin (CoreStrategies for Nonprofits Inc.; is adamant on one thing when it comes to the organization’s bylaws: “Do not use off-the-shelf bylaws,” she said.

When the organization simply copies its bylaws from a book or another source, it can create serious problems for itself, Temkin said. The creation or revision of bylaws requires time and effort to make them fit your organization, she said.

The quorum is one area in which Temkin suggests problems occur over and over in nonprofits with off-the-shelf bylaws. That’s because too many organizations set the quorum at 51 percent. But that’s not a legal requirement or a definition, she said.

Here’s the problem with that, according to Temkin: Let’s say the average board size is 15 members. If the 51 percent quorum figure is used, that would be eight board members required to meet it. Most organizations use a majority vote, which makes the majority in this example five board members who are making a decision for the organization. So it is possible that the organization has only five board members, or one-third of the board, making very important decisions.

“Those are the people at the board meeting, so they rule the organization,” Temkin said. On smaller boards, you might have only three board members making the decisions for the organization.

“In my mind, that can be dangerous,” she said.

If the decisions are made only by the majority of those board members in attendance, that’s not a true majority decision, Temkin said.

Temkin suggests organizations use a range rather than a specific number when dictating the required number of directors who will serve on the board. “For example, 9 to 12, instead of 11,” she said. “If you have a specific number, you either have to put a warm body on the board to satisfy your bylaws if you can’t find the ‘right’ person or you may have to forego a fabulous person the organization has recently become aware of if there are no open slots.”

By using a range, however, the organization achieves flexibility, particularly if it doesn’t regularly recruit to fill all the slots, she said.

“What I see with bylaws is that organizations put themselves in a position where they are not acting on behalf of the nonprofit because the bylaws were not well thought out for that particular organization,” she said.

Creation of bylaws requires thought up front to craft them so they suit the needs of the organization, Temkin said. “You have to look at where governance is today, research and look at each section of the bylaws,” she said. The question needs to be asked: Are we writing this bylaw out of habit, or do we have a good reason for the language?

To create a good set of bylaws that will fit your organization’s needs, here’s what Temkin recommends:

A bylaws committee needs to meet, do the research to find out what is common today and ask if these bylaws as currently written are right for the organization. It should be a bottom-line decision, Temkin said, about whether the bylaw helps or harms the nonprofit.

The amount of detail required to do this properly requires a committee’s attention to dig down deep. For example, are you referencing your records retention policy in the bylaws? Temkin said the board’s policy on records retention is now required by law.

“I reviewed a great policy on records retention and had never seen one with such terrific detail,” she said. “As good as it was, it was outdated. We are in the digital age now, so you need to address storage of records digitally. I don’t see organizations looking at their bylaws in this way.”

Bylaws work is work that belongs to the board, Temkin said. “I believe this is a board job,” she said.

It can be a good idea to bring on a bylaws expert to the board committee, or community governance experts, or have a couple of board members who love bylaws on the committee, she said. “You don’t need to get a lawyer to do this work, unless that lawyer deals with nonprofit bylaws specifically,” Temkin said.

CEOs need to rely on their boards to take more responsibility than they do, Temkin said. The bylaws assignment is a perfect example of board members acquiring more knowledge about board work and becoming stronger, more-informed directors because of it, she said.

There are some areas where the CEO should have a role with board bylaws work, according to Temkin. “[She] can sit in on committee meetings and discuss some of the issues that she sees as working well along with what doesn’t work well and why,” she said.

The CEO can also report on what she hears from her colleagues, issues they have faced with their organization’s bylaws and how they dealt with them.

Right before the bylaws are presented to the board for approval, the executive director should look at them as an editor would. “She can point out what isn’t clear or what might be misinterpreted,” Temkin said.

The CEO’s role is to help guide the committee, but not to dictate.

Bylaws review, once the bylaws are written, should be placed on the board’s governance agenda. “Too often, neither the board nor the executive director really knows what they contain and they are not reviewed all that often,” Temkin said.

Try to review the bylaws every three years, because they do need to be reviewed conscientiously to support maximum board effectiveness, Temkin said.

For more information, go to

1/27/2017 12:00 AM

Use the following exercise from The Board Doctor to assess your board’s understanding of its role.

Use the following exercise to determine how clearly your board understands its role. Identify those areas where the board lacks either knowledge or information, and make plans to find them the training they need. Remember: An untrained board is a disaster (for the CEO) waiting to happen.

1/12/2017 12:00 AM

When creating a board recruiting brochure, cover these areas to answer prospects’ questions.

Board members at HelpLine use a board recruiting brochure to make initial contact with prospects. Their brochure is effective because it was designed to emphasize key points about the organization’s work and answer prospects’ important questions about board service.

Emphasize the vital work that your organization does to board prospects

HelpLine does this by focusing on the organization’s mission and values up front:

HelpLine’s mission

The mission of HelpLine is to address the emotional, financial and information needs of the community.

Core values

Service to community

We are committed to serving our community.

Caring and respect

We believe in the value, dignity and diversity of all people.


We are committed to the highest standards of quality, integrity and the ethics of confidentiality, fairness and a nonjudgmental approach.


We are committed to educating our community.


We are committed to linking and referring volunteers in our community.

Stress the organization’s impact

HelpLine does this by highlighting a list of accomplishments, including a stark statement about the life-saving nature of its work: “Our daughter is alive and well thanks to HelpLine.”

Impact in 2014

  • 11,808 callers were helped with crisis support and community resources.
  • Close to 20,000 different needs of callers were identified.
  • 14,795 referrals were given for food, clothing, housing, mental health and substance abuse treatment, and other critical services.
  • 6,789 children, teens and adults were reached through violence and suicide prevention programs.
  • 16,976 hours of volunteering were provided to Delaware County.
  • Over 258 bags of food were distributed to hungry families after hours when pantries were closed.

Introduce the idea of the “Board”

HelpLine uses an “About the Board” section in its brochure that doesn’t list members by name (board members come and go) but instead describes the board’s duties, when it meets and attendance expectations.

About the Board

Having a dedicated and multiskilled board is critical for a nonprofit social service agency to continue to meet the needs of growing communities. It is important that we have people interested in the needs of our community and dedicated to a better quality of life in our counties.

The HelpLine board is the guiding body involved in fundraising, making policy for the agency, strategic planning, and general oversight of agency functioning, relying on the executive director to manage the day-to-day operations and administer its policies. The board meets from 6:30–8:00 p.m. (except December, April and July). There is an expectation of regular attendance and to be a member of two committees. There are a variety of committees to choose from based on interest and time availability.

Demonstrate how the board spends its time on high-level work

HelpLine’s brochure focuses the prospect’s attention on strategy and goals, not day-to-day management issues, as the primary focus of board work.

Strategic goals

HelpLine has identified and is actively engaged in working on three strategic goals for the next three to five years:

  1. Develop a strong brand that is understood and visible throughout our service areas.
  2. Develop a diverse and stable funding model that promotes long-term sustainability of services.
  3. Ensure HelpLine has the right people and the right infrastructure to meet our mission.

Share information on how to “come on board”

The HelpLine board recruiting brochure tells board prospects whom they need to contact to enter the board recruitment process, and then explains the process through nomination.

Board recruitment process

If you are interested in joining our Board, contact Executive Director Sue Hanson at 740.363.1835 ext. 107 or

You will receive detailed information about the organization, expectations of board service and an application.

Complete the application and return it to us.

You will be contacted to set up a time to meet with the executive director and a current HelpLine Board member to discuss your candidacy, answer questions and determine if it’s a good fit for all.

Your nomination goes to the full board for consideration at the next board meeting. The Board votes on all nominations.

11/11/2016 12:00 AM

Use this Committee Operations Analysis from Board & Administrator to take a critical look at how well board committees perform.


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  • Meet the Editor

    Jeff Stratton

    Jeff Stratton has edited Board & Administrator since 1992. As the Board Doctor, he has advised thousands of executive directors and board members on issues like prevention of
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