Only decisions of the Board acting as a body are binding on the Executive Director. These decisions will be expressed in the form of an officially passed motion. Accordingly:

1. Decisions or instructions of individual board members, officers, or committees are not binding on the Executive Director, except in instances when the Board specifically authorized such exercise of authority.
2. If a Board member or committee requests information or assistance without Board authorization, the Executive Director can refuse such requests that require, in the Executive Director's opinion, a material amount of staff time or funds, or are disruptive.

The Executive Director is the Board's only link to the conduct and achievement of the Diversity Council staff, so all authority and accountability of the staff, as far as the Board is concerned, is consider the authority and accountability of the Executive Director.

1. The Board will view the performance of the Executive Director as identical to organizational performance. Consequently, organizational accomplishment of the Board-stated Ends and avoidance of Board-proscribed means (Executive Limitations) will be viewed as successful performance by the Executive Director.
2. The Board will not evaluate any staff other than the Executive Director.
3. The Board will never give instructions to staff members other than the Executive Director.

The Board will instruct the Executive Director through written policies that prescribe the organizational Ends to be achieved and describe organizational situations and actions to be avoided (Executive Limitations), allowing the Executive Director to use any reasonable interpretation of these policies. Accordingly:

1. The Board will develop policies instructing the Executive Director to achieve certain results, for certain recipients, at a specified cost. These policies will be developed systematically from the broadest, most general level to more defined levels, and will be called Ends policies
2. The Board will develop polices that limit the latitude the Executive Director may exercise in choosing the organizational means. These policies will be developed systematically from the broadest, most general level to more defined levels, and they will be called Executive Limitations.
3. As long as the Executive Director uses any reasonable interpretation of the the Board's Ends and Executive Limitations policies, the Executive Director is authorized to establish all further policies, make all decisions, take all actions, establish all practices and pursue all activities.
4. The Board may change its Ends and Executive Limitations policies, thereby shifting the boundaries of what is expected or allowed.  By doing so, the Board expands or decreases the latitude of choice given to the Executive Director. As long as any particular delegation is in place, however, the Board will respect and support the Executive Director's choices.

The Executive Director's job performance wil be monitored solely against the expected job outputs, which are organizational accomplishment of Board policies on Ends and organization operation within the boundaries established in the Board policies on Executive Limitations. Accordingly:

1. Monitoring simply determines the degree to which Board policies are being met. Information that does not address the achievement of Ends or the avoidance of Executive Limitations is not monitoring data.
2. The Board will acquire monitoring data by one or more of three methods:
1. Internal report, by which the Executive Director discloses compliance information to the board.
2. External report, by which an external, disinterested third party selected by the Board access compliance with Board policies.
3. Direct Board inspection, by which a designated member or members of the Board assess compliance.
3. The standard for compliance shall be any reasonable interpretation by the Executive Director of the Board policy being monitored.  The Board will judge whether data demonstrate accomplishment of the interpretation.
4. All polices that instruct the Executive Director will be monitored at a frequency and by a method chosen by the Board.  The Board can monitor any policy at any time by any method, but will ordinarily depend on a routine schedule.  The schedule and method of monitoring will be listed with each Ends and Executive Limitations policy. The monitoring reports will include the policy, a statement of compliance or non-compliance, and supporting evidence for the statement.