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Diversity Council Board Operational Manual

Note: Return to reference manual view.

This is a document that describes some of the activities and knowledge a board member should eventually learn and master.

1. Introduction

Purpose is to orient new board members. Secondary purpose is to provide ongoing references for board members.

Background

This is a live document using Plone technology in the spirit of openness and agile collaboration (with the look and feel of a wiki).  Purposes are as follows:

  • Orient new board members in conjunction with the DC Board Orientation Presentation.
  • Provide ongoing references for board members.
  • Enable the IT Task Force prototyping the use of DC3 to document information more collaboratively

 

 

(Note) Please log in in order to see the all the information in the manual.

2. Legal and Ethical Responsibilities of a Board

A Guide for Board Members from the Office of the Minnesota Attorney General

 

Duty of Care

“Directors of Minnesota nonprofit corporations must discharge their duties in good faith, in a manner the director reasonably believes to be in the best interests of the corporation, and with the care an ordinarily prudent person in a like position would exercise under similar circumstances.”

Duty of Loyalty

“…directors should avoid using their position or the organization’s assets in a way which would result in pecuniary or monetary gain for them or for any member of their family.  A director should put the good of the organization first and avoid engaging in transactions with the organization from which the director will benefit.”

Duty of Obedience

“Directors have a duty to follow the organization’s governing documents (articles of incorporation and bylaws), to carry out the organization’s mission and to assure that funds are used for lawful purposes.  Also, directors must comply with state and federal laws that relate to the organization and the way in which it conducts its business.”

References

DC Board Orientation Presentation

From the Office of MN Attorney General:  Fiduciary Duties of Directors of Charitable Organizations – full text in Board Manual

3. What Does a Board Do?

8 Basic Responsibilities of Effective Boards

8 Basic Responsibilities of Effective Boards:

  1. Determine the organization’s mission and purpose
  2. Support the Chief Executive and assess his or her performance
  3. Provide proper financial oversight
  4. Ensure adequate resources
  5. Ensure legal and ethical integrity and maintain accountability
  6. Ensure effective organizational planning
  7. Recruit and orient new Board members and assess Board performance
  8. Enhance the organization’s public standing

References:

© 2003 Management Assistance Program (MAP) for Nonprofits, by Judy Sharken Simon

4. Bylaws

Bylaws

Official Version

Here is the ==> link to the bylaws approved in September 2010 by the Board in Word format.

Google Doc Copy (uploaded from Word Document)

Google Doc version uploaded from Word version (above).

5. Policy Governance

Policy Governance Executive Summary

Policy Governance Executive Summary

“Carver” model…

Describes a relationship between a Board of Directors and an Executive Director of an organization in a way that clearly defines the responsibilities and roles of each:

  • What is Board work?
  • What is Staff work?
  • “Failures of governance are not a problem of people, but of process.” 

Policy Model of Board Governance

Four policy sets:
  1. Governance process policies instruct the Board about its own job, including the Board’s officers and board committees.
  2. Board-Management Delegation policies describe the interactions and relationship between the Board of Directors and the Diversity Council staff.
  3. Executive limitations policies describe boundaries for the Executive Director that are established by the Board of Directors. They are guided by the following governance principles in your manual.
  4. Ends policies refer to the intended results in people’s lives for which the organization exists The intended persons or populations (beneficiaries) of these results The cost or relative worth of those results. Emphasis only on results, not activities.
Specificity increases until any interpretation is adequate.

References:

6. Board of Directors

Board of Directors

Responsibilities

Further information

Online policies related to board of directors responsibilities.

Board member orientation presentation

Distribution List

See this document (site log in required)

Terms Status

See this document. (site log in required)

Candidate Pool

Nominating Comitttee in charge of this.  Here is link to their work area

7. Budget

Budget

8. Board Member Job Description

Board Member Job Description

References

 

9. Board Process (Including work items, discussions, blogs and meeting schedules)

Board Schedule

Process

We are evolving to adopt the process flow depicted in the following:

 

 

Board Schedule

10. Conflict of Interest – Policy and Form

Conflict of Interest – Policy and Form

11. IT Tooling and Communication

Web 2.0 technologies (Cloud Computing) are fast becoming the de facto enabler for the diverse community to collaborate and reach each other. This is especially true with the 21st century young people, a large portion of DC's stakeholders. Therefore, it is useful that every board member should find some time to get at least a casual knowledge of the social media and other Web tools that a virtual team like DC Board uses to better collaborate.

11.1. DCCC User Name (aka Log In Name, User ID)

It's not easy to remember what one's userid is, this page gives you some tips

DC board group members user names:

Unless you have specifically requested otherwise, your login name is the name part of your email address. (For example, if your email were:  abcd@gmail.com , your DC3 login name by default is abcd)

If you forgot what your password was, you can reset it ==> here.

If you would like a different user name than the one assigned, please Contact DCCC Admin.