“Board, Govern Thyself”

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Presentation transcript:

“Board, Govern Thyself” presented by Thomas A. Tupitza, Esq. March 21, 2017 The Nonprofit Partnership

What is Governance? Conscience Critic Coach Cheerleader Counselor Noses in, hands out

Governance Committee Board Member Selection Orientation, Education, Succession Evaluation Compliance Board Best Practices

Selection Expectations of Board Members Developing a Pool (Ask!) Matrix: Skills, Experience, Diversity Independence Advisory Boards / Committee Service Courting / Interviews Nomination and Voting Process

Orientation Culture: History, Mission, Vision, Values Legal and Fiduciary Duties Strategic Plan Structure: Board, Staff Financial Tutorial Facilities Board Manual / Directory / Minutes Board Software Mentors

Education Articles, Publications of Interest Educational Sessions at Board Meetings Retreats External Resources: NPP, Industry Organizations

Succession Committee Assignments / Rotation Terms / Term Limits Officer Succession Emeritus Members

Evaluation Meeting Evaluation Executive Evaluation Collective Board Evaluation Self-Evaluation Individual Conversations Evaluation of Members (Attendance)

Compliance Conflicts of Interest Compensation Audit 990 Document Retention Policy Whistleblower Policy

Best Practices Membership Organizations Bylaw Review Board Size Executive Committees / Committee Powers Emergency Procedures / CEO Succession Executive Sessions Voting Consent Agendas Minutes

Knox McLaughlin Gornall & Sennett, P.C. Thank You! Knox McLaughlin Gornall & Sennett, P.C. Thomas A. Tupitza, Esq. ttupitza@kmgslaw.com (814) 459-2800

Disclaimer These materials should not be considered as, or as a substitute for, legal advice and they are not intended nor do they create an attorney-client relationship. Because the materials included here are general, they may not apply to your individual legal or factual circumstances. You should not take (or refrain from taking) any action based on the information you obtain from these materials without first obtaining professional counsel. The views expressed do not necessarily reflect those of the firm, its lawyers, or clients.