Nonprofit board of directors

DW's hobby for a couple of decades has been serving on and chairing various nonprofit boards, so I have had a spectator seat on many -- at least 20. Serving on a nonprofit board is quite a different thing than having a job. BoD members are highly invested in the mission of the organization and are usually very generous with both their time and their money.

Dealing with staff is potentially sticky because staff cannot function if they have to continuously respond to five or ten BoD bosses. The best rule for individual board members is that I have seen is "Fingers out, noses in." I.e. watch carefully but don't touch.

Nonprofits are almost always highly political too. Who likes whom, for example. As long as the board chair and the executive committee like the executive director, they will not be highly responsive to an occasional complaint about her.

So, @bookman51, I think you should consider very carefully what the politics are and who the real players are. Then consider what you are trying to accomplish and determine what your most politically effective strategy might be. (It might be to say nothing.) You're in a somewhat unusual position, running the rehab procurement as a BoD member. So you have one foot in each camp/BoD and staff. This effects things too, because you do not want to render yourself ineffective going forward by whatever action you choose here. Good luck!

Good points. I once served as the national president for a professional nonprofit. It is real easy for the board and the membership to ask the staff to do more than the board and membership have funded them to do. In this case, because it is a small nonprofit, volunteer unpaid board members take on some of the functions that staff would normally do in a larger organization. What has happened, in my opinion, is that board members end up reporting to the director. I think the director has gotten all to used this role. While she does not report to an individual board member, she does report to the board---on which an individual board member serves. And the board members are all unpaid volunteers, and she is paid by the board. I know major donors who are concerned about the care of the buildings and have quietly withdrawn from donating. I think the board needs to know this. Right now they have some pretty healthy five figure repair bills and at some point in the not too distance future some of the buildings may not salvageable at all. Preventative maintenance and rehabilitation (we cannot afford restoration) seems pretty basic to me. At the last board meeting she had some ideas for our limited funds. While not bad ideas, I did not think they should not take priority over keeping up the buildings, and I said so....and the board agreed with me. I am using my connections and whatever cache I have to get contractors out to give us an idea of just how big the problem is. She knows they are coming and why, and she has chosen not to go out with me and another board member. Sometimes we have spend 45 minutes to an hour in some very hot days looking and taking about things with contractors I think she could at least listen to the five minute summary in the comfort of her office...and no, from what I have seen, she was not in the midst of anything so urgent at the moment that should not spend five minutes with an also very busy contractor. No doubt she is busy and has deadlines. Enough said.
 
Well, then, game over. Nothing to see here, folks.

There is something or someone keeping the board from dealing with her. Your option, which may be a total waste of time, is to talk to board members quietly and individually and listen to their opinions on the subject. To the extent that they ask, you can offer yours. From that point (assuming you want to stay on the board), it’s a matter of wait and see. You are a passenger, not the driver.

All good points. Sometimes the reason is simply inertia. A board does not want to take the time and effort to hunt up a new director and the discomfort of firing the old one. I have seen this with college board of trustees. They will go along with a president until something blatantly happens, such as misuse of funds or ignoring trustees directions. Serving on the board of a small nonprofit is a feel good thing whereby one can feel like he or she is contributing something good. Nothing wrong with that. However, boards, even in small nonprofits, have responsibilities to be met and sometimes hard decisions to be made. In this case, I am not so sure the nonprofit is upholding the stewardship it assumed with the buildings it has accepted from donors. Sometimes, and I think it is the case here, donors just quietly quit giving and the board, if its members do not ask the hard questions, are left wondering why. I really do not want to stay on the ship and watch it go down. Maybe the best I can do is warn them of the iceberg ahead. If the ship keeps going merrily on its way, I am heading to a lifeboat. I have other things to do with my time that are lot more enjoyable. That is the nice thing about being retired.
 
Her days are likely numbered. I’d report back directly, fully and only to the chair of the committee who asked you to get the estimate, and leave it at that. That way, you completed your task to the best of your ability, you kept the chain of command proper, she can’t deny the facts if she’s confronted by the board chair, and yet you don’t look to other board members like you’re a hot head or a self-important blowhard who is leading a coup against the ED.
 
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... At the last board meeting she had some ideas for our limited funds. While not bad ideas, I did not think they should not take priority over keeping up the buildings, and I said so....and the board agreed with me. I am using my connections and whatever cache I have to get contractors out to give us an idea of just how big the problem is. She knows they are coming and why, and she has chosen not to go out with me and another board member. ...
Jeez. No wonder she wasn't interested in seeing your contractor. You are the enemy, having shot down her ideas you are now proceeding down a path that is in conflict with her goals. It's still game over unless the board decides to act, but the root cause of your issue is clearer. You will be persona non grata for as long as she is there.
 
Jeez. No wonder she wasn't interested in seeing your contractor. You are the enemy, having shot down her ideas you are now proceeding down a path that is in conflict with her goals. It's still game over unless the board decides to act, but the root cause of your issue is clearer. You will be persona non grata for as long as she is there.

So now is the time to throw her under the bus and smile as she gets run over.
 
^^^ So you think the ED should get a free pass for treating a volunteer board member the way she did?

... I asked the executive director to meet briefly with the contractor to hear what he had to say. She responded by telling me to quit trying to organize her time. ...
 
No, I already gave my suggested approach above to this delicate situation. Rude executive directors do not last but neither do blowhard, overly-aggressive board members who seem out for staff members’ scalps. Board volunteers are giving of their valuable time, talent and treasure and want to enjoy being part of esteemed groups of gentlemen and gentlewomen who are improving the community. Bloody interpersonal dynamics and organizational chaos are generally not what they have in mind and not worth their time.
 
No, I already gave my suggested approach above to this delicate situation. Rude executive directors do not last but neither do blowhard, overly-aggressive board members who seem out for staff members’ scalps. Board volunteers are giving of their valuable time, talent and treasure and want to enjoy being part of esteemed groups of gentlemen and gentlewomen who are improving the community. Bloody interpersonal dynamics and organizational chaos are generally not what they have in mind and not worth their time.

I appreciate the balance. I do not want to let the chair of the committee down. Plus, I know at least one major donor who has semi-quietly withdrawn support because of the lack of maintenance of a major donation near and dear to the donor. I will stick with it a bit longer, but I do not need the grief. I suspect the organization will muddle along but the maintenance issue and a couples of other issues may well blow up in its face if not careful and severely hinder the achievement of its mission. I appreciate all the good advice given here. I just have to remember to take the high road and keep my hands clean. Thanks
 
You bet. Good luck sorting it all out.

Talked with the board president. Not very satisfactory. Easier to replace a board member than a director---in the short term. So I will stick with it for awhile to finish a project and then call it quits. No need to stick with the organization and I get lots more positive feedback with others. Too bad since it has a worthy cause.
 
Thanks for the update.

Yep - sounds like you’ve made a good decision for you.
 
Just a curiosity question... had you asked her before to do something that might take up her time?




But even if you did, a bad decision on the ED... I would bring it up with the whole board and then let the part of the board that handles it handle it...


If you like being on the board then stay... but be the squeaky wheel if need be...
 
Read some more posts on this page....



You were talking about limited funds.... I know of a simple way to get rid of an overhead expense that sounds like it should not be there....
 
I am "late to the party" since I just now read this thread for the first time. But anyway, I thought this post perfectly expressed my point of view:

You are retired, correct. Well, then retire. You don't need this stuff. :)

+1
 
Talked with the board president. Not very satisfactory. Easier to replace a board member than a director---in the short term. So I will stick with it for awhile to finish a project and then call it quits. No need to stick with the organization and I get lots more positive feedback with others. Too bad since it has a worthy cause.


Thanks for the follow up. There are all sorts of subtle alliances and cross currents in these board/staff relationships. During my career as a staff member in nonprofits, I’ve seen board chairs protect CEOs, because the board chair led the CEO search and was, by god, not going to let his recruit be run off, even if everyone else on the senior staff team left because of him/her; and I’ve seen CEOs let go when certain manipulative staff members were closer to the board chair than was the CEO and complained enough to foment a coup. What the most major donor/s want to happen is also decisive (yet unspoken). There’s no rulebook or guidebook to the mix of power plays and each situation just is what it is.

I think you are making the best choice you can to fulfill your commitment and then take care of you. Life is too short for staying in a situation one doesn’t approve of but is basically powerless to fix.
 
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I am currently the Executive Director of a nonprofit organization. It would be highly unusual for a Board member to be involved in something like getting bids for construction or even contacting contractors unless specifically authorized by the Board of Directors. I have had to tell a Board member or two that we have an established procurement policy, including RFQs for engineering and RFPs for construction. Not sure about the OP's role with the nonprofit or whether he was directed by the Board to provide assistance. That said a good Exec Director always knows who they work for and tries to not get cross-wise with one of the bosses.

Edit: Just read an additional comment from the OP that he was asked by the Board President to help. Unless this was done during the Board meeting and there was agreement by the rest of the Board, then the President was out of line.
 
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I am currently the Executive Director of a nonprofit organization. It would be highly unusual for a Board member to be involved in something like getting bids for construction or even contacting contractors unless specifically authorized by the Board of Directors. I have had to tell a Board member or two that we have an established procurement policy, including RFQs for engineering and RFPs for construction. Not sure about the OP's role with the nonprofit or whether he was directed by the Board to provide assistance. That said a good Exec Director always knows who they work for and tries to not get cross-wise with one of the bosses.

Edit: Just read an additional comment from the OP that he was asked by the Board President to help. Unless this was done during the Board meeting and there was agreement by the rest of the Board, then the President was out of line.

I am also an ED-of a nonprofit I founded 6 years ago. Am writing to agree with all of the above and add: A newer/smaller nonprofit might not have all the relationships/documentation/etc figured out yet. But this is the direction it should go.
 
I've served on the boards of several small and large not-for-profit organizations. The politics can be both petty and brutal. Like any volunteer, the solution is to walk. It's sad to see small people (in character, not stature) tear down a good organization, but it happens.

The board I currently serve on has had a streak of good management for a number of years now. But I've also seen this organization under very poor management, and I've recently divested myself of any position of responsibility on another organization which, IMHO, is going down the tubes due to a very small number of very petty people.
 
I am currently the Executive Director of a nonprofit organization. It would be highly unusual for a Board member to be involved in something like getting bids for construction or even contacting contractors unless specifically authorized by the Board of Directors. I have had to tell a Board member or two that we have an established procurement policy, including RFQs for engineering and RFPs for construction. Not sure about the OP's role with the nonprofit or whether he was directed by the Board to provide assistance. That said a good Exec Director always knows who they work for and tries to not get cross-wise with one of the bosses.

Edit: Just read an additional comment from the OP that he was asked by the Board President to help. Unless this was done during the Board meeting and there was agreement by the rest of the Board, then the President was out of line.

That last part is silly.... it doesn't have to have been done at a Board meeting... if the Board President just informally polled other Board members and they were on board with the OP helping then that would be sufficient.

BTW, just being appointed ED doesn't necessarily make you an expert... you post seems to infer that you sit on a high horse... just remember that for many Board members to take a position as ED would be a big demotion.
 
I agree with Estuaryman. A board President calling shots without governance process is a loose cannon, causing wreckage. A leader might have been successful in their own business as a fully directive person but this is an entirely different kind of organization with lots of legitimate stakeholders.
 
WADR, neither you or Estuaryman know that the President is "calling shots"... I doubt that s/he would, but they might chat with several Board members and if those Board members are on board with the idea proceed before a scheduled board meeting and that would be fine. If the Board President is playing lone ranger then I would agree with you but we have no knowledge or evidence one way or the other.
 
As I mentioned earlier in the thread, DW's hobby for a couple of decades has been serving on and chairing various nonprofit boards, so I have had a spectator seat on many boards. One thing that is maybe not being considered in this thread is the maturity of the nonprofit organization. Through DW I have seen mature and competent organizations that run like well-oiled machines, supported by good policy manuals. That is the kind of organization that @Estuaryman described.

But not all nonprofits are like that. Some are immature and some are tiny. At this end of the spectrum, policies and procedures are pretty much ad hoc. Written governance is probably limited to some bylaws created when the organization was formed. Where there is less documentation and less formal policy, politics will play a bigger role. As you move down the spectrum from @Estuaryman's organization to these smaller, less polished organizations you will easily find situations like the OP's -- a board member pitching in on an operational task with the knowledge and approval of the board chair.The issue here is that the OP started out by stepping in a cowpie -- challenging and winning over the ED in an open board meeting. Had the OP communicated with the ED privately, ideally prior to the meeting, things might have been different. As it is, the OP is an enemy in the ED's tent. Not a recipe for comity.
 
Let it go

Not enough info here to make a thoughtful reply other than let it go. You don’t need the headache and certainly don’t need to “go after” anyone over this interaction. Give info you received from contractor and let it go.
 
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