The Committee on Trustees AKA Trustees Committee Governance Committee Nominating Committee

Pop Quiz on Board Practices 1. Is your board a self-perpetuating, co-opted board? (except for non-voting, ex-officio members) 2. Does the committee on trustees conduct a board profile analysis before determining current needs of the school and identifying priority candidates accordingly? 3. Is there a clear process to recruit candidates for the pool of potential nominees?

Pop Quiz on Board Practices (continued) 4. Is the pool of candidates rich enough to fill the identified needs of the school and greater than the number of seats available? 5. Does your board conduct an annual self- assessment? 6. Does your school have a clear plan for board leadership succession?

Pop Quiz on Board Practices (continued) 7. Are new trustees given a thorough orientation? a. Meet all senior administrators b. Receive a comprehensive binder c. Get a tour of the school d. Receive a thorough briefing with opportunities for questions? 8. Are all board meeting dates set for the entire school year and distributed to all trustees before the first meeting of the year?

Pop Quiz on Board Practices (continued) 9. Do committee’s reports, head’s report, minutes and all other documents related to board meetings arrive several days in advance of the meeting? 10. Does your school have: a. Current bylaws which reflect current best practices b. A trustee pledge c. A conflict of interest policy d. A nepotism policy e. A confidentiality policy statement

The Committee on Trustees’ Multiple Responsibilities 1. Populate the board 2. Nominate the chair 3. Ensure leadership succession 4. Orient new trustees 5. Educate and Evaluate 6. Nurture 7. Ensure effective board management

1. Populate the Board

Assemble a Pool of Nominees Analyze current composition of the board Analyze current composition of the board Establish clear criteria and priorities Establish clear criteria and priorities Determine specific needs to be filled to achieve current and future school goals Determine specific needs to be filled to achieve current and future school goals Cultivate potential nominees Cultivate potential nominees Develop a rich pool of potential trustees Develop a rich pool of potential trustees

Determine General Criteria Seek Seek Pro-active visionary thinkers Pro-active visionary thinkers Well-connected individuals Well-connected individuals Persons of high character Persons of high character Broad thinkers with no personal agenda Broad thinkers with no personal agenda Respectful of the mission and philosophy of the school Respectful of the mission and philosophy of the school

Determine General Criteria Continued Collegial individuals Collegial individuals People willing to give and get People willing to give and get Individuals not afraid to speak up Individuals not afraid to speak up Representative of the school’s diversity Representative of the school’s diversity

Gather Nominations Reach out to the community both internal and external for potential nominations Reach out to the community both internal and external for potential nominations Current trustees, administrators, parents, faculty, former trustees, alumni, friends of the school, grand parents, etc. Current trustees, administrators, parents, faculty, former trustees, alumni, friends of the school, grand parents, etc. Community leaders Community leaders Association executives Association executives Colleagues Colleagues Neighborhood advocates Neighborhood advocates

Determine Fit Review skills, background and expertise candidate offer Review skills, background and expertise candidate offer Compare to current set of needs Compare to current set of needs Conduct some preliminary due diligence Conduct some preliminary due diligence Evaluate level of candidate interest Evaluate level of candidate interest Rank order candidate pool Rank order candidate pool

Recruit/Screen Potential Trustees Competence and commitment needed Competence and commitment needed Bring with them the 3 R’s (Raise image, students and money) and the 3 W’s (Work, Wealth, and Wisdom) Bring with them the 3 R’s (Raise image, students and money) and the 3 W’s (Work, Wealth, and Wisdom) Exert due diligence before extending an invitation to join the board Exert due diligence before extending an invitation to join the board Have a track record as team player who will fit into the culture of the board Have a track record as team player who will fit into the culture of the board Vet nominees on board committees Vet nominees on board committees Make the 1 st term a 1y+2y format Make the 1 st term a 1y+2y format

Establish a Clear Process Develop a well thought out, consistent cultivation and recruitment protocol and script when contacting candidates Develop a well thought out, consistent cultivation and recruitment protocol and script when contacting candidates Assign committee members to meet with prospective nominees Assign committee members to meet with prospective nominees Inform potential candidates of requirements at an initial meeting (No surprises) Inform potential candidates of requirements at an initial meeting (No surprises) Establish a clear process for renewal of current trustees’ term Establish a clear process for renewal of current trustees’ term Manage the re-nomination process Manage the re-nomination process

Establish a Clear Process Continued Present nominees for board vote Present nominees for board vote Advise new trustees of their election Advise new trustees of their election Assign a mentor Assign a mentor After a few months debrief with each new trustee After a few months debrief with each new trustee

Make the Process Clear to All Importance of transparency Importance of transparency Share criteria Share criteria Convey the professionalism of the process Convey the professionalism of the process Consider including the process description on the website Consider including the process description on the website Run potential nominees by the full board Run potential nominees by the full board Ensure the committee is not perceived as an inner circle, nominating friends Ensure the committee is not perceived as an inner circle, nominating friends Encourage the submission of nominations from all constituencies Encourage the submission of nominations from all constituencies

2. Nominate the Chair

Select the Chair Key criteria Key criteria Knowledge of the school, commitment to its mission Knowledge of the school, commitment to its mission Ability to lead and run meetings Ability to lead and run meetings A pro-active broad thinker A pro-active broad thinker People skills (able to resolve conflicts) People skills (able to resolve conflicts) Respected by all constituencies Respected by all constituencies Prepared and able to work well with the head Prepared and able to work well with the head Willing and able to devote the necessary time to the task Willing and able to devote the necessary time to the task

3. Ensure Leadership Succession

Select Other Officers Key criteria Key criteria Knowledge of the school, commitment to its mission Knowledge of the school, commitment to its mission Possesses necessary expertise for the position (particularly important for Treasurer) Possesses necessary expertise for the position (particularly important for Treasurer) Ability to see the “big picture” Ability to see the “big picture” Willing to give the time necessary Willing to give the time necessary Respected by other trustees Respected by other trustees Able to work well with the head Able to work well with the head Potential for leadership succession (make judicious committee or officer appointments with this in mind) Potential for leadership succession (make judicious committee or officer appointments with this in mind)

4. Orient New Trustees

Conduct Effective Orientation of New Trustees Ensure that new trustees: Ensure that new trustees: Have been assigned a “mentor” Have been assigned a “mentor” Understand their role vs. the administration’s role Understand their role vs. the administration’s role Board and board members expectations Board and board members expectations Receive a complete tour of the facilities Receive a complete tour of the facilities

Conduct Effective Orientation of New Trustees (Continued) Meet with and hear from senior administrators Meet with and hear from senior administrators Benefit from a thorough orientation meeting with enough time to ask questions Benefit from a thorough orientation meeting with enough time to ask questions Understand board structure and organization Understand board structure and organization

Conduct Effective Orientation of New Trustees (Continued) Prepare a complete binder including: Prepare a complete binder including: NAIS Trustee Handbook and a complete set of Principles of Good Practices NAIS Trustee Handbook and a complete set of Principles of Good Practices The School’s history The School’s history Publications : Brochures, newsletters, Annual Report, students’ publications Publications : Brochures, newsletters, Annual Report, students’ publications Board Organization: Board Organization: Bylaws, Bylaws, board committees description, board committees description, Board roster, Board roster, Minutes from recent board meetings, Minutes from recent board meetings, board policy manual board policy manual

Conduct Effective Orientation of New Trustees (Continued) Finances: Finances: latest audited financial statement latest audited financial statement budget budget financial aid info, etc. financial aid info, etc. Statistics Statistics enrollment (admission funnel, attrition, demographics) enrollment (admission funnel, attrition, demographics) HS or College admissions, HS or College admissions, academic results (ERB, SAT, ACH, AP, IB, etc.) academic results (ERB, SAT, ACH, AP, IB, etc.)

Conduct Effective Orientation of New Trustees (Continued) Programs Programs Most recent Strategic Plan Most recent Strategic Plan Board responsibilities and ethical standards: Board responsibilities and ethical standards: Duty of care (making decisions while fully informed) Duty of care (making decisions while fully informed) Duty of loyalty (putting the school first) Duty of loyalty (putting the school first) Duty of obedience (respecting the school’s mission) Duty of obedience (respecting the school’s mission) Confidentiality, Confidentiality, Conflict of interest, Conflict of interest, Nepotism Nepotism Recent key committee reports Recent key committee reports

5. Educate and Evaluate

Encourage Board Development Ensures that: Ensures that: Productive board retreats are planned Productive board retreats are planned Invite experts to make presentations Invite experts to make presentations Trustees attend relevant associations conferences Trustees attend relevant associations conferences Identify areas needing further information Identify areas needing further information Legal Legal Organizational Organizational

Board Retreats The expanded time offered by board retreats yields many benefits The expanded time offered by board retreats yields many benefits They are an opportunity for trustees: to become better acquainted with each other to become better acquainted with each other to receive in depth training on best practices of trusteeship to receive in depth training on best practices of trusteeship to revue and update the long range strategic plan to revue and update the long range strategic plan to carry in-depth discussions about complex issues to carry in-depth discussions about complex issues

Board Development/Evaluation Produce a board member pledge and ensure compliance Produce a board member pledge and ensure compliance Conduct an annual self-assessment of the board and make a report to the board Conduct an annual self-assessment of the board and make a report to the board Assess individual trustees, officers and committee chairs Assess individual trustees, officers and committee chairs Evaluate board meetings efficiency/effectiveness Evaluate board meetings efficiency/effectiveness Establish a process for easing ineffective trustees out of the board Establish a process for easing ineffective trustees out of the board

6. Nurture Trustees

Nurture Trustees Ensure that: Ensure that: A proper welcome is extended and announcements are made A proper welcome is extended and announcements are made Board meetings calendar is distributed at the beginning of each year Board meetings calendar is distributed at the beginning of each year Documents for meeting preparation are sent in a timely fashion Documents for meeting preparation are sent in a timely fashion Board meetings are run efficiently Board meetings are run efficiently Adequate refreshments and comfortable meeting space are provided Adequate refreshments and comfortable meeting space are provided

Nurture Trustees (continued) Trustees are not overburdened with meetings Trustees are not overburdened with meetings Encourage conference calls meeting Encourage conference calls meeting Make judicious committee assignments Make judicious committee assignments Extra effort and contributions are recognized Extra effort and contributions are recognized Exit interviews with departing trustees are conducted Exit interviews with departing trustees are conducted A trustee recognition program is implemented A trustee recognition program is implemented Note: (many of these items will be implemented by the board chair and the head, but the committee on trustees must make sure it happens) Note: (many of these items will be implemented by the board chair and the head, but the committee on trustees must make sure it happens)

7. Ensure Effective Board Management

Oversee Board Management Maintain bylaws and board policy handbook up to date (conflict of interest, confidentiality, nepotism, etc.) Maintain bylaws and board policy handbook up to date (conflict of interest, confidentiality, nepotism, etc.) Institute the practice of a trustee pledge Institute the practice of a trustee pledge Assist board chair with recommendations for chairs of committees and membership of each committee Assist board chair with recommendations for chairs of committees and membership of each committee Ensure board committees create yearly goals which advance the school’s strategic plan Ensure board committees create yearly goals which advance the school’s strategic plan Foster good communication between the board and the community (typically carried out by the board chair) Foster good communication between the board and the community (typically carried out by the board chair)

A.M.P. & Associates, LLC Anne-Marie Pierce, President 536 Parker Avenue San Francisco, CA Tel Fax Cell