The Nonprofit FAQ

Should Staff Attend Board Meetings?
On 20 March 1996 [email protected] (Brucelegs) started quite a
discussion on soc.org.nonprofit by writing on the subject: staff taking
over?


Greetings!

How do you draw the line between Board and Staff interactions? Do any of
you invite staff members (other than the ED) to Board meetings? Do they
have input at the meetings? or are they there just to observe? Our
agency is getting the feeling more and more that the staff runs the
agency not the Board (questioning our ability to choose our next ED, to
the point of "scaring off" our most qualified candidate when we thought
we were being nice and arranging a meeting for Q and A with the
candidate).

They recently said that they do not "trust" the board, while we trust
them implicily with operation of the agency.

Yes, we are writing a grant for some Board/Staff development with a
faciltator, but what really should be the relationship between Board and
Staff?

Jerome Scriptunas ([email protected]) replied 20 Mar 1996:

--How do you draw the line between Board and Staff interactions?

Minimize it. In general, the board needn't have any formal interactions
with the staff. The board should work with the agency director. This is
not to say they can't talk with the staff, but rather that it is better
to observe some protocol.

--Do any of you invite staff members (other than the ED) to Board
meetings?

Not on a regular basis. The ED is a non-voting participant of the board.
It may help in the area of awareness and education for the staff to
report on something at a board meeting once in a while, though.

--Do they have input at the meetings? or are they there just to observe?

If staff has a concern, they should communicate it to the ED who would
represent it to the board. The is no need for staff to observe board
meetings in general; that's not their job.

--Our agency is getting the feeling more and more that the staff runs
the agency not the Board (questioning our ability to choose our next ED,
to the point of "scaring off" our most qualified candidate when we
thought we were being nice and arranging a meeting for Q and A with the
candidate).

The ED "directs" the agency. The board provides oversight, governance,
support, and resources. The board does not "run" the agency, the ED
does. The board hires the ED. The board can take staff concerns into
account, but the board "owns" the responsibility to interview, qualify,
hire, and evaluate the ED.

--They recently said that they do not "trust" the board, while we trust
them implicily with operation of the agency.

--Yes, we are writing a grant for some Board/Staff development with a
faciltator, but what really should be the relationship between Board and
Staff?

My philosophy is that the board and ED need to know what their job is,
need to understand non-profit governance, need to consistently fulfill
their responsibilities. Many times it takes a strong back bone, as well
as brains, to do this.

Good luck, Jerome

Jerome Scriptunas, Board President BB/BS of Monmouth County, Inc.
[email protected]

Jerome Scriptunas added a clarification 14 May 1999:

Hello, I wanted to clarify some points I made originally, since I think
my views have more in common with the other postings than it might seem.
My original comments had more to do with the specific situation posed to
the newsgroup than with board-staff relations in general. The specific
situation presented seemed to imply that a mistrust already existed between
the staff and the board. My comments had to do with ideas to consider for
containing the situation and working towards improving it; hence my
suggestion
for minimizing interactions in the specific situation so that some stability
and mutual understanding might be attained.

My point about inviting staff members to meetings had to do with two
concerns.
First, perhaps there is a different interest from program staff than from
administrative and-or fund development staff. Secondly, perhaps there is
a benefit in understanding whether board meeting attendance is part of a job
description, or is it 'overtime', and-or is the attendance on a regular
basis.
In general, with my board and staff, we typically include staff working in
the
fund development area at most board meetings. On the other hand, the
program
staff might attend an 'annual meeting' and-or when there is a staff
transition.
I agree with the other people who responded on the advantages of
establishing
a friendly and comfortable rapport between board and staff, and creating an
environment where ideas and input are welcome from multiple perspectives.

My point about the board having a strong backbone was speaking to the
specific
situation of staff-board mistrust. I meant that in that situation,
assertive,
yet not aggressive, confrontation (not attack) might be appropriate for the
board to clarify their stake in the situation. Finally, I am speaking about
a
situation that I am not directly involved with, so my comments are
hypothetical.
I do not mean to suggest that a solution is cut-and-dried, nor that it must
be
an either-or ultimatum. I sincerely believe in, practice, and endorse
approaches
that are adaptive, flexible, and customizable to what seems to be helpful
for
specific situations. Best regards to all for the stimulating exchange.

Jerome Scriptunas, [email protected], www.brisc.org .

Shannon Cain added 21 Mar 1996:

I disagree wholeheartedly. While protocol is indeed important,cutting
off the board from the staff can lead to a board which has only a
one-sided view of the agency and its programs and needs -- the view of
the ED. While the ED's perspective is a very important one for the board
to understand, it is nonetheless that of just *one* person.

Also, keeping the board separated from the development staff is just not
a good idea. The development director needs to have free access to the
board in order to do an effective fundraising job.

It should be clear to all that the chain of command must be followed,
and that the staff should contact board members only in an appropriate
context. But if the board is doing its job as a governing body, and the
ED is doing his or her job as a manager, what reason is there to keep
these committed volunteers away from the people who know the agency
best?

When staff is forbidden from interacting with board members, it not only
creates a board which is out of touch, but can also foster an
us-against-them atmosphere.

--Do any of you invite staff members (other than the ED) to Board
meetings?

I see no reason why selected senior staff members can't regularly attend
board meetings (unless there is a discussion about issues which require
confidentiality or other sensitive matters). Often the best input in the
board meetings I attend come from staffers.

--Our agency is getting the feeling more and more that the staff runs
the agency not the Board (questioning our ability to choose our next ED,
to the point of "scaring off" our most qualified candidate when we
thought we were being nice and arranging a meeting for Q and A with the
candidate).

I had a similar experience when I was being hired as an ED. A Program
Director decided she didn't like me as a candidate and called board
members individually to lobby against hiring me. It almost worked. When
I was hired, she quit. The board had to do some careful selfexamination
about appropriate interaction with staff. Even after this incident,
however, I still feel it is unwise to cut off staff from the board.

--My philosophy is that the board and ED need to know what their job is,
need to understand non-profit governance, need to consistently fulfill
their responsibilities. Many times it takes a strong back bone, as well
as brains, to do this.

Again, I agree that jobs and roles need to be clearly defined. But using
a "strong backbone" at the expense of open communication is unproductive
and would suggest that the ED has something to fear by allowing staff
free access to the board.

I have been a board member, a development staffer, a consultant, and an
ED, both in organizations where board-staff interaction is okay, and
where it was forbidden. I can tell you that in my experience, the former
type of agency is a much healthier and happier environment to work in.
The latter, while common, is a relic from the days of good 'ole boy
backroom decision-making and top-down management.

Shannon Cain Fundraising consultant Tucson, AZ

Andrew Swanson ([email protected]) contined Thu, 21 Mar
1996:


--If staff has a concern, they should communicate it to the ED who would
represent it to the board. The is no need for staff to observe board
meetings in general; that's not their job.

I would disagree here and assert that when work schedules permit some
staff should be allowed to observe board meetings. With very few
exceptions one can earn an MSW degree in this country and never once
hear the phrase "Board of Directors" mentioned. And yet most MSWs will
at some time or other work for a nonprofit governed by a governing
board. So it can be useful to the staff as education to see how boards
work (and sometimes fail to work) before they find themselves graduating
to an executive director's position. Obviously, if the board is dealing
with delicate issues only the executive should be there, but much of a
board's business is not all that confidential and so lets give the
subordinate staff some exposure to this sometimes difficult to
understand group of people. Much later grief might be avoided for those
moving up the staff ladder.

William Krueger ([email protected]) joined in 21 Mar 1996:

> If staff has a concern, they should communicate it to the ED who would
represent it to the board. The is no need for staff to observe board
meetings in general; that's not their job.

My Response, such as it is:

I couldn't agree more that staff should be enouraged to attend, and
participate, in board meetings. Not only for the individual's personal
and professional growth, but for the organization as well. Since all
board meetings, except for sensitive issues, are open to the public (or
should be), shouldn't the staff be allowed to participate in a "call to
the public" agenda item.

This doesn't mean the board has to debate the items brought by staff,
but shouldn't the staff feel free to share ideas with the people who
provide the philosophical direction of the charity? Sometimes we worry
more about "turfs" than with being responsible adults looking out for
the best interests of the organization. A good E.D. should not fear this
open communication ... in fact, this openness could reduce the tendency
for "private" communications much more detrimental to the organization.

Or so I think!!

William Krueger [email protected]




Reposted, with additions and corrections, 5/23/99 -- PB