In this photo two Halifax harbour ferries are passing each in the low-lying fog. The light on Georges Island is visible in the background. The ferries here look even more mysterious than in the image of them I used for my October 2020 piece on this subject, De-Cloaking Policies
This post is also about making sense of governing policies. In my earlier foray into the topic I provided an outline of some foundational polices. Here, I turn to look at a few other good practices non-profits can adopt, and therefore, describe in policy.
Some of what are outlined in this post I refer to “worldwise” policies. None of these policies should surprise the reader. They are about setting an example as well securing one’s organization against turbulence. This seems even more important in 2021.
As I explored in the companion piece, policies reflect the wisdom embedded in one’s organization, at least some of the management wisdom. As such they transcend changes in board and staff. With a good set of polices changes in leadership do not need to result in an organizational reset. Change work can focus on better responding to one’s mission.
Board Practice Policies
I will start here with six unusual policies to help boards themselves. Boards tend to be notoriously unreflective of their own behaviour. These, I believe can help. They are policies that fall squarely into my own area of expertise on working groups.
1. Boards and Internal Communication
It seems to me that many non-profits could operate with a more clarity around the quality of internal communications. One dimension of this is their communication with their executive director.
The executive director serves, in part, as counsel to the board. It is important that the board is informed of matters that could come back to bite them or that they might hear about from someone they encountered in the supermarket.
My sample policy on communication to the board borrows much from the Policy Governance or Carver model. The policy intended to provide some assurance that the ED will keep the board informed of important matters that fall outside more routine reporting. It also empowers the ED to advise the board they have forgotten to pay attention to themselves.
One could imagine a policy that looked at communication the other way too, from the board to the ED.
While it important for boards to recognize that their primary governance relationship is with their ED, there are also benefits to some board member-staff interaction. Board communication with staff, was a policy idea I considered for this post but abandoned as being too much formality.
Board-staff interaction is an important but tricky area. The board should not be put on a pedestal. It helps if the board is known to staff and that staff understand the executive director’s relationship with it.
If there was a policy on board-staff relations it would stress the importance of the board showing respect for staff members and interest both in their work and, to some extent, their lives outside the workplace, as humans. There would be a warning too: under no circumstances should board members, including the board chair, give advice or direction to staff members, independently of the executive director, even when the board member has expertise to offer.
If you are interested in seeing this relationship reflected in policy, consider adding some good practices to your board member position description and board code of conduct policy, both of which were discussed in the previous De-Cloaking Policy post.
For more on the subject of board-staff interaction see Board Source’s Board- Staff Interaction: What’s Acceptable resource from 2017. Also there is my post on the subject in March 2019.
2. Board Meeting Minutes
You might think that the idea of a policy on board meeting minutes is over doing it. However, since I have written a lot on board minutes and the role of the board secretary, I thought I might take a stab at capturing some key principles as a way of helping non-profit boards establish some continuity on this element of board work.
The policy addresses some questions that ought to be asked. Should minutes reflect how board members voted on a particular decision? Should minutes report confidential information? Is there a difference between draft minutes and unapproved minutes?
What gets reported in the one’s board minutes varies from organization to organization. That’s fine. But from secretary to secretary, maybe not. This is a policy that I think boards as a whole, and board secretaries too, will appreciate.[1]I have written a lot on the important role of the board secretary and good minuting practices. See Board Secretary: Superpowers Revealed and here. A Guide to Great Board Minutes, the latter … Continue reading
3. Executive Director Evaluation and Compensation
While everyone knows that boards have a responsibility to review the performance of their executive director, it is a matter that is frequently on the bottom of the board “to do” list. The issue of how to do it and who should do it often stand in the way of such evaluations taking place.
A simple policy, while hardly an evaluation tool, is a good reminder to boards about one of their key responsibilities. I have tried with it to give the ED a little more agency in making such an evaluation a reality. The addition of a few words on executive compensation also seems useful in achieving this.
I made reference to this policy in my earlier post in the context of policies that frame the authority and responsibility of the executive director. Maybe you are interested. Here the ED’s job description and formal contract with the Board ought to play a key role.
4. In Camera Meetings
I have a “thing” about boards routinely making use of in camera sessions. Sometimes they are called “executive sessions”. These are parts of a board meeting where the executive director is expected to step out, and it is usually the executive director, so that board members can feel free to say what they want.
Such sessions should be used sparingly and for agreed upon purposes. Confidentiality is an appropriate purpose in my view, secrecy is not. I expect my opinion about their value is a minority one. I have an article on this subject that can be found amongst my Governance Guides. [2]On the subject of in camera meetings or executive sessions consider listening to Mary Hiland’s Inspired Nonprofit Leadership podcast, Episode 27 What’s a board executive session? Good or … Continue reading And now here is a sample policy. Thanks to Hilary Findlay, whose article on the topic in Canadian Sport Law (March 18, 2014, inspired it.
5. Role of the board
One upon a time I provided some governance help to the executive director and board of a very successful non-profit that is the business of employment supports for people with intellectual challenges. The executive director and board decided to give close attention to their governance practice and did a lot work over a six-month period to develop some foundational policies,
One of the resulting “product’s’ of that collaboration was a policy on the role of the board. They came up with the idea. It had never occurred to me before that one might outline the expectations of the board as a group. Their approach was not to list a dozen or more discrete responsibilities, but rather to try to capture the essence of the board’s role.
I have reworked this policy a half a dozen times and no doubt will again. Here is my latest version.
World Wise Policies
The term world wise means “knowledgeable, sophisticated or experienced”. It also implies “difficult to shock” and “aware of the social and political affairs of modern life”. So, it is the opposite of naive.
Here are four policies non-profits need to consider in the times we are now living. None are ones a board should tackle without help. And all, to a greater or lesser extent, fall under the rubric of human resources management or personnel concerns.
In my previous post I indicated that boards should consider a capstone HR policy and leave the details of lower-level written policies and procedures to staff. These seem to fit underneath, but all are ones about which a modern organization’s board should be familiar.
1. Conflict resolution
Non-profits are not immune to internal conflicts that, if left unattended, can create a toxic organizational environment. Such conflict can be between staff members or between staff members and the executive director or CEO. While it is true that conflict can exist on a volunteer board, I will set that side of things aside here.[3]Resolving conflict between board members – board conflict – has been written about. One useful piece is this one from 2016; Moving from Dissonance to Harmony: Managing Conflict on the … Continue reading
Unionized workplaces in the non-profit sector, as in government and the for-profit sector usually have formal grievance procedures in their collective agreements. Non-unionized non-profit workplaces should have similar procedures.
I have a long professional interest in negotiation and conflict resolution having once been trained as a mediator, been one of the founders of neighbourhood dispute resolution centre, and served with it as a volunteer mediator. I have also been a trainer of adults in a university certificate program for those seeking to be Alternative Dispute Resolution (ADR) practioners.
Where does one find some resources on creating a conflict resolution or conflict management policy for one’s non-profit? As introductory reading I would suggest the 2003 article We Can Work It Out by Melanie Lockwood Herman, published by the Nonprofit Risk Management Center in the USA. For a sample policy I have my own on this website here.
One tricky part of managing conflict in non-profits is when the conflict is between a staff person, or a group of them, and the executive director. It seems as if the most accepted practice is to state in the policy that, failing other resolution efforts, staff members may bring a conflict with the executive director to board chair. By making the board chair the sole recipient of a grievance, staff members are prevented from seeking to influence the whole the board. As my sample policy indicates the board chair in such a situation is obliged to act.
2. Whistle Blower
A whistleblower is a person who exposes illegal, fraudulent or unsafe behaviour by others in an organization. A whistleblower policy encourages staff and volunteers to come forward when they suspect, or have witnessed, misconduct by others in their organization. The policy provides assurance that the organization will respond in confidence, will protect the individual from retaliation, and will identify those staff, board members or external parties to whom it is safe to report.
Protecting whistleblowers is an essential component of an ethical and open work environment. It benefits non-profits by giving management the opportunity to learn early on of unethical or unlawful practices directly from staff rather than from outside sources.
There are lots of good policy examples to be found. Some are long. Here are three. One is from the United Way of Greater Toronto, last reviewed by them in 2018. It is here, Another, from the Dieticians of Canada, is here. And for a shorter one consider this example from Seneca College in Toronto.
3. Workplace Harassment
Harassment occurs, says the sample policy published by the Alberta Human Rights Commission,
when an employee is subjected to unwelcome verbal or physical conduct because of race, religious beliefs, colour, gender, gender identity, gender expression, physical disability, mental disability, age, ancestry, place of origin, marital status, source of income, family status or sexual orientation.
In this sample policy and many others sexual harassment is included in the description but is usually not the only form of harassment identified,
In an article published on Charity Village in 2016, Workplace Harassment: What Makes Nonprofits Vulnerable?, Dr. Stephanie Bot and Donna Marshall, Consulting Psychologist, worry that “a culture of goodness breeds a culture of silence”. More than one non-profit in Canada has landed in the news as a result of abusive behaviour, often by those with power in the organization, having been discovered by some who initially looked the other way.
Every non-profit ought to have a harassment policy. Luckily examples are easy to find. The Canadian Human Rights Commission and most provincial human rights commissions have examples that employers can use.
4. Diversity and Inclusion
Much has been and continues to be written about the importance of diversity in organizations. Today there is much needed focus on diversity in race and ethnicity in the make up of non-profit boards and staff.
Research in the USA and UK bears out the fact non-profit boards in particular, are predominantly made up of people who are white. This is also the case in Canada with newly released data on the issue from Statistics Canada .
Even more than with other policies, a policy or policies on diversity and inclusion is of more value if they are a product of research, organizational conversations and changes in practice, listening to the community especially.
There is a lot being written about the topic, but not so much about the policy side. One resource I like is the Pillar Non-Profit Network’s 2008 Board Diversity Tool Kit. Pillar is based in London, Ontario. You can down load their kit here.
In the U.S.A. the National Council of Nonprofits has a page under Resources and Tools related to this subject. It is titled Why Diversity and Inclusion Matter to Nonprofits. It is here.
Non-Profit Policies – Yawn?
Does this seem like a lot to take in? This is not what you signed up for, right?
Between this post and the previous one in October 2020 I have outlined nearly 21 policies. Twelve of these, including bylaws and conflict of interest which most organizations already have, are about the board’s own practices. Eight are internally focused and deal with areas that are the responsibility of the executive director (CEO). One, a policy on diversity and inclusion, applies to the whole organization.
I know that reading about policies, putting them on the agenda and talking about them at a board meeting is not exciting. I believe however that good set of policies means that board members and staff may be able to turn down the management volume and turn up the sound of their mission. What do you think?
++++ Photo Credit ++++
I try to take great care to research and purchase or otherwise seek permission to use images to introduce a post. I made numerous inquiries locally for some Halifax harbour ferry images for my two “policy” posts. I found the image above online while ago and in only one place, here. It appears not to be a recent photo, say within the last 10 years. It is a great shot! The site offers no clue who the photographer is that should be acknowledged or who I might contact about using the image. I would be pleased to receive this information.
References
This is a little reminder to readers of this post that under the section of the site, Resources – Sample Policies, I have a governance policy checklist, updated most recently in early 2024.