Hfth Board Invitation Package
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February 23, 2007
Dear Board Candidate: Hosea Feed the Hungry (HFTH) has been serving the greater Atlanta community for over 35 years. As of 2007, our reach has grown far beyond the streets of Atlanta. We have become a global force against poverty and homelessness, receiving national media attention and conducting missions outreach to the Philippines, Haiti and Africa. Our recent support of Hurricane Katrina survivors proved to the world that HFTH also has excellent disaster relief capabilities. Elizabeth and Afemo Omilami have done a tremendous job leading the organization through very lean financial times to become one of the premier service organizations in the country. In addition to the Omilamis’ unwavering and relentless commitment to the community, an equally dedicated staff and volunteer corps has supported the organization’s programs over the years. As the organization grows, our need for sustained funding and organizational discipline also increases. For these and many other reasons, we are excited to announce that we are forming an official working board of directors. For the first time in our history, HFTH will be led and governed by a progressive, dedicated group of leaders committed to seeing HFTH thrive for many years to come. You have been identified by Elizabeth and Afemo as someone that can play an integral role in HFTH’s success. Therefore we are honored to invite you to become a member of the initial Hosea Feed the Hungry Board of Directors. Your participation on the board is completely voluntary and the initial term is a two-year period beginning with the first meeting that will be held on March 26th, 2007. Please review the attached packet of information that describes the duties and responsibilities of each board member. Please do not hesitate to call or email me with any questions or concerns that arise. The board’s first challenge is to create an operating environment where HFTH has the financial, human and intellectual capital needed to achieve its goals and the professional discipline expected of organizations this size. Will you join us in accepting this challenge? Please notify me in writing, by fax or email, of your response no later than March 9th, 2007. Yours truly,
Patrick Shields Board Chairman Hosea Feed the Hungry and Homeless 1035 Donnelly Avenue Atlanta, Georgia 30310 [email protected] 770-778-2797 cell 404-755-3353 office 770-879-8417 fax
www.feedthehungry.com
Hosea Feed The Hungry and Homeless
Board of Directors – Participation Agreement
As a member of the Hosea Feed the Hungry Board of Directors I agree to: 1.
Serve for a minimum of two years beginning 3/26/2007.
2.
Attend no less than 75% of regular Board Meetings which will be held twice monthly for the first six months, one in person, and one by conference call. Meetings will be held monthly thereafter.
3.
Participate in board activities according to the attached Board of Directors Operating Procedures.
4.
Chair and/or serve on a standing committee or special project.
5.
Make a personal and if possible business contribution to the organization’s annual operating needs.
6.
Participate in or attend most of the program activities involving the operation.
7.
Arrange for and/or make an organization presentation to a civic club, church group, business associate, or group of friends.
8.
Make at least five person-to-person visits to individuals, foundations, businesses, or civic groups to request financial contribution for the organization.
9.
Invite and accompany a friend or associate to visit the facility.
10. Recommend a potential candidate for Board membership to the Board Development Committee. 11. Secure a volunteer, in-kind service or material goods for the organization. 12. Review and consider your capacity and willingness to make a planned gift or bequest to the organization. 13. Secure at least ten new donors for the organization. 14. Actively assist with the special events of the organization.
Board Director Signature
Board Chairman Signature
Date
Date
Version 1 – Feb 2007
2/23/2007
Page 1 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures
1. Introduction At several points in its 35+ year history, Hosea Feed the Hungry (HFTH) has called a group of individuals its “board of directors”. In recent years, the organization has held a “board member retreat”, several board meetings and other board-related activities but to date, there has been no formal development of the board. The purpose of this document is to formalize the definitions associated with HFTH’s board. It outlines the roles and responsibilities of the board and the executive director of the organization. This is a living document and may be revised and adopted by the board at any time. Much of the information in this document was pulled from www.BoardSource.org, an excellent web portal for non-profit boards. All board members are encouraged to visit this website to learn more about board membership.
1.1. Purpose of the HFTH Board Most nonprofits are corporations, which meaning that they are legal entities distinct from the individuals who founded them. Like their for-profit counterparts, nonprofit corporations are governed by boards of directors with legal and ethical responsibilities that cannot be delegated. The board's responsibilities fall into the following broad categories: •
•
•
•
Legal and fiduciary. The board is responsible for ensuring that the organization meets legal requirements and that it is operating in accordance with its mission and for the purpose for which it was granted tax-exemption. Individual board members must exercise the duty of care (meaning they must attend meetings, be prepared to make informed decisions by reading the information provided and requesting additional information if necessary, and carry out their duties in a reasonable and responsible manner). As safeguards of a public trust, board members are responsible for protecting the organization's assets. Oversight. The board is responsible for ensuring that the organization is well run. It moderates the power of management, and generally has the power to hire and remove the chief executive, usually called the executive director or president. Fund-raising. As part of their fiduciary responsibility, many board members are actively involved in making sure that the organization has the money it needs. This may include making a personal contribution; serving as an advocate with a foundation, corporation, or government entity; organizing a fund-raising event or hosting a benefit; or face-to-face solicitation of other individuals. Representation of constituencies and viewpoints. Often, board members are chosen so that they can bring to the board the experience or perspective of a particular group or segment of the organization's constituency. Boards are not inherently democratic institutions, but they do provide an opportunity for the groups and communities that a nonprofit serves to have a voice in its governance. However, representing a constituency or viewpoint takes a back seat when voting — all board members are expected to vote with the nonprofit's best interest in mind.
Version 1 – Feb 2007
Page 2 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures
2. Structure of the HFTH Board 2.1. Board members Members of the board may be invited by either the executive director or chairperson of the board. In either case, the board must approve all new members by majority vote. Potential members must meet with at least two existing board members prior to the vote. The board can consist of no more than nine members at any time. Each of the nine members carries one vote in all decisions. The executive director will always maintain a seat on the board. In the event that the executive director is not a member of the Hosea Williams family, the family has the option to maintain a seat on the board for a family member.
2.2. Length of term The term length for board membership is two years. At the end of each term, the board member may renew his membership with the board or request to be excused from the board. A member may be asked to leave at the end of the term by the executive director or chairperson of the board for just cause. At any time during the term, a board member can be asked to leave for specific reasons including (1) gross negligence of board member responsibilities (2) misrepresentation of the organization (3) misuse of board member power and authority or (4) other gross improprieties.
2.3. Compensation Participation on the HFTH board is strictly voluntary. Board members will not be compensated in any way for their participation. Certain expenses incurred while conducting HFTH may be expensed per the organization’s financial policies.
3. Responsibilities of the HFTH Board as a Group • • • • • • •
Determine the organization's mission and purpose. It is the board's responsibility to create and review a statement of mission and purpose that articulates the organization's goals, means, and primary constituents served. Select the executive director. Boards must reach consensus on the executive director’s responsibilities and undertake a careful search to find the most qualified individual for the position. Provide proper financial oversight. The board must assist in developing the annual budget and ensuring that proper financial controls are in place. Ensure adequate resources. One of the board's foremost responsibilities is to provide adequate resources for the organization to fulfill its mission. Ensure legal and ethical integrity and maintain accountability. The board is ultimately responsible for ensuring adherence to legal standards and ethical norms. Ensure effective organizational planning. Boards must actively participate in an overall planning process and assist in implementing and monitoring the plan's goals. Recruit and orient new board members and assess board performance. All boards have a responsibility to articulate prerequisites for candidates, orient new members, and periodically and comprehensively evaluate its own performance.
Version 1 – Feb 2007
Page 3 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures • • •
Enhance the organization's public standing. The board should clearly articulate the organization's mission, accomplishments, and goals to the public and garner support from the community. Determine, monitor, and strengthen the organization's programs and services. The board's responsibility is to determine which programs are consistent with the organization's mission and to monitor their effectiveness. Support the executive director and assess his or her performance. The board should ensure that the executive director has the moral and professional support he or she needs to further the goals of the organization.
4. Legal responsibilities of the HFTH Board Under well-established principles of nonprofit corporation law, a board member must meet certain standards of conduct and attention in carrying out his or her responsibilities to the organization. Several states have statutes adopting some variation of these duties which would be used in court to determine whether a board member acted improperly. These standards are usually described as the duty of care, the duty of loyalty and the duty of obedience.
4.1. Duty of Care The duty of care describes the level of competence that is expected of a board member, and is commonly expressed as the duty of "care that an ordinarily prudent person would exercise in a like position and under similar circumstances." This means that a board member owes the duty to exercise reasonable care when he or she makes a decision as a steward of the organization.
4.2. Duty of Loyalty The duty of loyalty is a standard of faithfulness; a board member must give undivided allegiance when making decisions affecting the organization. This means that a board member can never use information obtained as a member for personal gain, but must act in the best interests of the organization.
4.3. Duty of Obedience The duty of obedience requires board members to be faithful to the organization's mission. They are not permitted to act in a way that is inconsistent with the central goals of the organization. A basis for this rule lies in the public's trust that the organization will manage donated funds to fulfill the organization's mission.
5. Expectations of individual HFTH Board members HFTH board Members must remain active and engaged with the organization to be effective. The following list outlines some of the expectations of each board member: • • •
Attend all board and committee meetings and functions, such as special events. Whenever absence is unavoidable, notify the Chairperson of the board in advance via phone or email. Be informed about the organization's mission, services, policies, and programs. Educate others about the mission, services and programs of the organization.
Version 1 – Feb 2007
Page 4 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures • • • • • • • •
Review agenda and supporting materials prior to board and committee meetings. Serve on committees or task forces and offer to take on special assignments. Make a personal financial contribution to the organization and/or produce fundraising events in support of the organization. Suggest possible nominees to the board who can make significant contributions to the work of the board and the organization Keep up-to-date on developments in the organization's field. Maintain compliance with conflict of interest and confidentiality policies. Refrain from making special requests of the staff. Assist the board in carrying out its fiduciary responsibilities, such as reviewing the organization's annual financial statements.
6. Board Job Descriptions 6.1. Board Chair • • • • • • • • • • • •
Oversee board and executive committee meetings Serve as ex-officio member of all committees Work in partnership with the executive director to make sure board resolutions are carried out Call special meetings if necessary Appoint all committee chairs and with the executive director, recommend who will serve on committees Assist executive director in preparing agenda for board meetings Assist executive director in conducting new board member orientation Oversee searches for a new executive director Coordinate executive director's annual performance evaluation Work with the nominating committee to recruit new board members Act as an alternate spokesperson for the organization Periodically consult with board members on their roles and help them assess their performance
6.2. Board Vice Chair • • • • • •
Attend all board meetings Function as Sgt at Arms for maintaining meeting flow Serve on the executive committee Carry out special assignments as requested by the board chair Understand the responsibilities of the board chair and be able to perform these duties in the chair's absence Participate as a vital part of the board leadership
6.3. Board Secretary • • • • •
Attend all board meetings Serve on the executive committee Maintain all board records and ensure their accuracy and safety Review board minutes Assume responsibilities of the chair in the absence of the board chair, chair-elect, and vice chair
Version 1 – Feb 2007
Page 5 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures •
Provide notice of meetings of the board and/or of a committee when such notice is required
6.4. Board Treasurer • • • • • • •
Maintain knowledge of the organization and personal commitment to its goals and objectives Understand financial accounting for nonprofit organizations Serve as financial officer of the organization and as chairperson of the finance committee. Manage, with the finance committee, the board's review of and action related to the board's financial responsibilities. Work with the executive director and the chief financial officer to ensure that appropriate financial reports are made available to the board on a timely basis. Assist the executive director or the chief financial officer in preparing the annual budget and presenting the budget to the board for approval. Review the annual audit and answers board members' questions about the audit.
7. Responsibilities of the HFTH Executive Director The executive director is the chief executive of the organization. As shown in the organizational chart, the executive director reports to the board and is the overall leader of the organization. While the board has the responsibility to assess the executive director’s performance, the executive director has a voting seat on the board. This section describes in detail the duties of the executive director. NOTE: Any of these duties and functions below may be delegated but the executive director remains accountable for all items.
7.1. General Description of Duties • • • • • •
Manage the day-to-day operations of the organization. Recruit, hire & retain effective staff (in accordance with board approved staffing plan) to carry out the activities of the organization. Define, implement, manage and maintain programs and activities that are wellaligned with the goals and objectives of the organization as defined in the Strategic Plan adopted by the Board. Promote the functions of the organization through public appearances, publicity releases and strategic marketing plans. Develop a marketing plan for the solicitation and generation of private funding and donations. Serve as liaison between the board and HFTH staff and key volunteers.
7.2. Essential Functions of the HFTH Executive Director • •
Administers, coordinates and implements managerial and administrative functions including the development of policies, procedures, rules and regulations. Assists the board of directors in organizational and strategic planning and development.
Version 1 – Feb 2007
Page 6 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures • • • • • • • • • •
Serves as staff support to fulfill Board actions and directives, Strategic Plan elements and other activities as needed. Coordinates activities of the organization with other groups, agencies and organizations as necessary to assure the effective operation of programs. Researches various public and private funding sources and prepares proposals for traditional and non-traditional funding from private foundations, corporations, businesses, special interest groups and private citizens. Reviews projects with staff to determine funding needs, activities and priorities. Assists the staff and program managers with event planning activities, budgets and programming. Provides accountability and audit trails for grants and other donations. Negotiates funding proposals, bequests, planned giving and other sources that may be in cash, property or donations of labor, materials or supplies. Make presentations to civic, professional and social groups to explain program direction, funding needs and participation. Prepares certain materials for board member consumption including financial statements, organizational updates and other documents. Ensure information systems and key organizational data including volunteer and donor databases are well guarded and operationally sound.
7.3. Knowledge and Skills of the HFTH Executive Director • • • • • • • • •
Knowledge of concepts and theories applicable to the management of public and government sector agencies and programs, including program development and administration, and fundraising principles and practices. Knowledge of management information systems and legal constrains upon the development of a foundation’s programs. Knowledge of wildlife and/or natural resource systems, programs and activities. Ability to effectively manage and prioritize multiple projects. Ability to work independently. Skilled in the operations and administration of a foundation or other non-profit organization or other programs and activities. Skilled in oral and written communications including negotiations. Skilled in public speaking and presentations. Skilled in the operation of generally accepted computer software related to business and/or government management systems including Internet related activities.
Version 1 – Feb 2007
Page 7 of 8
Dear Board Candidate: Hosea Feed the Hungry (HFTH) has been serving the greater Atlanta community for over 35 years. As of 2007, our reach has grown far beyond the streets of Atlanta. We have become a global force against poverty and homelessness, receiving national media attention and conducting missions outreach to the Philippines, Haiti and Africa. Our recent support of Hurricane Katrina survivors proved to the world that HFTH also has excellent disaster relief capabilities. Elizabeth and Afemo Omilami have done a tremendous job leading the organization through very lean financial times to become one of the premier service organizations in the country. In addition to the Omilamis’ unwavering and relentless commitment to the community, an equally dedicated staff and volunteer corps has supported the organization’s programs over the years. As the organization grows, our need for sustained funding and organizational discipline also increases. For these and many other reasons, we are excited to announce that we are forming an official working board of directors. For the first time in our history, HFTH will be led and governed by a progressive, dedicated group of leaders committed to seeing HFTH thrive for many years to come. You have been identified by Elizabeth and Afemo as someone that can play an integral role in HFTH’s success. Therefore we are honored to invite you to become a member of the initial Hosea Feed the Hungry Board of Directors. Your participation on the board is completely voluntary and the initial term is a two-year period beginning with the first meeting that will be held on March 26th, 2007. Please review the attached packet of information that describes the duties and responsibilities of each board member. Please do not hesitate to call or email me with any questions or concerns that arise. The board’s first challenge is to create an operating environment where HFTH has the financial, human and intellectual capital needed to achieve its goals and the professional discipline expected of organizations this size. Will you join us in accepting this challenge? Please notify me in writing, by fax or email, of your response no later than March 9th, 2007. Yours truly,
Patrick Shields Board Chairman Hosea Feed the Hungry and Homeless 1035 Donnelly Avenue Atlanta, Georgia 30310 [email protected] 770-778-2797 cell 404-755-3353 office 770-879-8417 fax
www.feedthehungry.com
Hosea Feed The Hungry and Homeless
Board of Directors – Participation Agreement
As a member of the Hosea Feed the Hungry Board of Directors I agree to: 1.
Serve for a minimum of two years beginning 3/26/2007.
2.
Attend no less than 75% of regular Board Meetings which will be held twice monthly for the first six months, one in person, and one by conference call. Meetings will be held monthly thereafter.
3.
Participate in board activities according to the attached Board of Directors Operating Procedures.
4.
Chair and/or serve on a standing committee or special project.
5.
Make a personal and if possible business contribution to the organization’s annual operating needs.
6.
Participate in or attend most of the program activities involving the operation.
7.
Arrange for and/or make an organization presentation to a civic club, church group, business associate, or group of friends.
8.
Make at least five person-to-person visits to individuals, foundations, businesses, or civic groups to request financial contribution for the organization.
9.
Invite and accompany a friend or associate to visit the facility.
10. Recommend a potential candidate for Board membership to the Board Development Committee. 11. Secure a volunteer, in-kind service or material goods for the organization. 12. Review and consider your capacity and willingness to make a planned gift or bequest to the organization. 13. Secure at least ten new donors for the organization. 14. Actively assist with the special events of the organization.
Board Director Signature
Board Chairman Signature
Date
Date
Version 1 – Feb 2007
2/23/2007
Page 1 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures
1. Introduction At several points in its 35+ year history, Hosea Feed the Hungry (HFTH) has called a group of individuals its “board of directors”. In recent years, the organization has held a “board member retreat”, several board meetings and other board-related activities but to date, there has been no formal development of the board. The purpose of this document is to formalize the definitions associated with HFTH’s board. It outlines the roles and responsibilities of the board and the executive director of the organization. This is a living document and may be revised and adopted by the board at any time. Much of the information in this document was pulled from www.BoardSource.org, an excellent web portal for non-profit boards. All board members are encouraged to visit this website to learn more about board membership.
1.1. Purpose of the HFTH Board Most nonprofits are corporations, which meaning that they are legal entities distinct from the individuals who founded them. Like their for-profit counterparts, nonprofit corporations are governed by boards of directors with legal and ethical responsibilities that cannot be delegated. The board's responsibilities fall into the following broad categories: •
•
•
•
Legal and fiduciary. The board is responsible for ensuring that the organization meets legal requirements and that it is operating in accordance with its mission and for the purpose for which it was granted tax-exemption. Individual board members must exercise the duty of care (meaning they must attend meetings, be prepared to make informed decisions by reading the information provided and requesting additional information if necessary, and carry out their duties in a reasonable and responsible manner). As safeguards of a public trust, board members are responsible for protecting the organization's assets. Oversight. The board is responsible for ensuring that the organization is well run. It moderates the power of management, and generally has the power to hire and remove the chief executive, usually called the executive director or president. Fund-raising. As part of their fiduciary responsibility, many board members are actively involved in making sure that the organization has the money it needs. This may include making a personal contribution; serving as an advocate with a foundation, corporation, or government entity; organizing a fund-raising event or hosting a benefit; or face-to-face solicitation of other individuals. Representation of constituencies and viewpoints. Often, board members are chosen so that they can bring to the board the experience or perspective of a particular group or segment of the organization's constituency. Boards are not inherently democratic institutions, but they do provide an opportunity for the groups and communities that a nonprofit serves to have a voice in its governance. However, representing a constituency or viewpoint takes a back seat when voting — all board members are expected to vote with the nonprofit's best interest in mind.
Version 1 – Feb 2007
Page 2 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures
2. Structure of the HFTH Board 2.1. Board members Members of the board may be invited by either the executive director or chairperson of the board. In either case, the board must approve all new members by majority vote. Potential members must meet with at least two existing board members prior to the vote. The board can consist of no more than nine members at any time. Each of the nine members carries one vote in all decisions. The executive director will always maintain a seat on the board. In the event that the executive director is not a member of the Hosea Williams family, the family has the option to maintain a seat on the board for a family member.
2.2. Length of term The term length for board membership is two years. At the end of each term, the board member may renew his membership with the board or request to be excused from the board. A member may be asked to leave at the end of the term by the executive director or chairperson of the board for just cause. At any time during the term, a board member can be asked to leave for specific reasons including (1) gross negligence of board member responsibilities (2) misrepresentation of the organization (3) misuse of board member power and authority or (4) other gross improprieties.
2.3. Compensation Participation on the HFTH board is strictly voluntary. Board members will not be compensated in any way for their participation. Certain expenses incurred while conducting HFTH may be expensed per the organization’s financial policies.
3. Responsibilities of the HFTH Board as a Group • • • • • • •
Determine the organization's mission and purpose. It is the board's responsibility to create and review a statement of mission and purpose that articulates the organization's goals, means, and primary constituents served. Select the executive director. Boards must reach consensus on the executive director’s responsibilities and undertake a careful search to find the most qualified individual for the position. Provide proper financial oversight. The board must assist in developing the annual budget and ensuring that proper financial controls are in place. Ensure adequate resources. One of the board's foremost responsibilities is to provide adequate resources for the organization to fulfill its mission. Ensure legal and ethical integrity and maintain accountability. The board is ultimately responsible for ensuring adherence to legal standards and ethical norms. Ensure effective organizational planning. Boards must actively participate in an overall planning process and assist in implementing and monitoring the plan's goals. Recruit and orient new board members and assess board performance. All boards have a responsibility to articulate prerequisites for candidates, orient new members, and periodically and comprehensively evaluate its own performance.
Version 1 – Feb 2007
Page 3 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures • • •
Enhance the organization's public standing. The board should clearly articulate the organization's mission, accomplishments, and goals to the public and garner support from the community. Determine, monitor, and strengthen the organization's programs and services. The board's responsibility is to determine which programs are consistent with the organization's mission and to monitor their effectiveness. Support the executive director and assess his or her performance. The board should ensure that the executive director has the moral and professional support he or she needs to further the goals of the organization.
4. Legal responsibilities of the HFTH Board Under well-established principles of nonprofit corporation law, a board member must meet certain standards of conduct and attention in carrying out his or her responsibilities to the organization. Several states have statutes adopting some variation of these duties which would be used in court to determine whether a board member acted improperly. These standards are usually described as the duty of care, the duty of loyalty and the duty of obedience.
4.1. Duty of Care The duty of care describes the level of competence that is expected of a board member, and is commonly expressed as the duty of "care that an ordinarily prudent person would exercise in a like position and under similar circumstances." This means that a board member owes the duty to exercise reasonable care when he or she makes a decision as a steward of the organization.
4.2. Duty of Loyalty The duty of loyalty is a standard of faithfulness; a board member must give undivided allegiance when making decisions affecting the organization. This means that a board member can never use information obtained as a member for personal gain, but must act in the best interests of the organization.
4.3. Duty of Obedience The duty of obedience requires board members to be faithful to the organization's mission. They are not permitted to act in a way that is inconsistent with the central goals of the organization. A basis for this rule lies in the public's trust that the organization will manage donated funds to fulfill the organization's mission.
5. Expectations of individual HFTH Board members HFTH board Members must remain active and engaged with the organization to be effective. The following list outlines some of the expectations of each board member: • • •
Attend all board and committee meetings and functions, such as special events. Whenever absence is unavoidable, notify the Chairperson of the board in advance via phone or email. Be informed about the organization's mission, services, policies, and programs. Educate others about the mission, services and programs of the organization.
Version 1 – Feb 2007
Page 4 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures • • • • • • • •
Review agenda and supporting materials prior to board and committee meetings. Serve on committees or task forces and offer to take on special assignments. Make a personal financial contribution to the organization and/or produce fundraising events in support of the organization. Suggest possible nominees to the board who can make significant contributions to the work of the board and the organization Keep up-to-date on developments in the organization's field. Maintain compliance with conflict of interest and confidentiality policies. Refrain from making special requests of the staff. Assist the board in carrying out its fiduciary responsibilities, such as reviewing the organization's annual financial statements.
6. Board Job Descriptions 6.1. Board Chair • • • • • • • • • • • •
Oversee board and executive committee meetings Serve as ex-officio member of all committees Work in partnership with the executive director to make sure board resolutions are carried out Call special meetings if necessary Appoint all committee chairs and with the executive director, recommend who will serve on committees Assist executive director in preparing agenda for board meetings Assist executive director in conducting new board member orientation Oversee searches for a new executive director Coordinate executive director's annual performance evaluation Work with the nominating committee to recruit new board members Act as an alternate spokesperson for the organization Periodically consult with board members on their roles and help them assess their performance
6.2. Board Vice Chair • • • • • •
Attend all board meetings Function as Sgt at Arms for maintaining meeting flow Serve on the executive committee Carry out special assignments as requested by the board chair Understand the responsibilities of the board chair and be able to perform these duties in the chair's absence Participate as a vital part of the board leadership
6.3. Board Secretary • • • • •
Attend all board meetings Serve on the executive committee Maintain all board records and ensure their accuracy and safety Review board minutes Assume responsibilities of the chair in the absence of the board chair, chair-elect, and vice chair
Version 1 – Feb 2007
Page 5 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures •
Provide notice of meetings of the board and/or of a committee when such notice is required
6.4. Board Treasurer • • • • • • •
Maintain knowledge of the organization and personal commitment to its goals and objectives Understand financial accounting for nonprofit organizations Serve as financial officer of the organization and as chairperson of the finance committee. Manage, with the finance committee, the board's review of and action related to the board's financial responsibilities. Work with the executive director and the chief financial officer to ensure that appropriate financial reports are made available to the board on a timely basis. Assist the executive director or the chief financial officer in preparing the annual budget and presenting the budget to the board for approval. Review the annual audit and answers board members' questions about the audit.
7. Responsibilities of the HFTH Executive Director The executive director is the chief executive of the organization. As shown in the organizational chart, the executive director reports to the board and is the overall leader of the organization. While the board has the responsibility to assess the executive director’s performance, the executive director has a voting seat on the board. This section describes in detail the duties of the executive director. NOTE: Any of these duties and functions below may be delegated but the executive director remains accountable for all items.
7.1. General Description of Duties • • • • • •
Manage the day-to-day operations of the organization. Recruit, hire & retain effective staff (in accordance with board approved staffing plan) to carry out the activities of the organization. Define, implement, manage and maintain programs and activities that are wellaligned with the goals and objectives of the organization as defined in the Strategic Plan adopted by the Board. Promote the functions of the organization through public appearances, publicity releases and strategic marketing plans. Develop a marketing plan for the solicitation and generation of private funding and donations. Serve as liaison between the board and HFTH staff and key volunteers.
7.2. Essential Functions of the HFTH Executive Director • •
Administers, coordinates and implements managerial and administrative functions including the development of policies, procedures, rules and regulations. Assists the board of directors in organizational and strategic planning and development.
Version 1 – Feb 2007
Page 6 of 8
Hosea Feed The Hungry and Homeless
Board of Directors – Operating Procedures • • • • • • • • • •
Serves as staff support to fulfill Board actions and directives, Strategic Plan elements and other activities as needed. Coordinates activities of the organization with other groups, agencies and organizations as necessary to assure the effective operation of programs. Researches various public and private funding sources and prepares proposals for traditional and non-traditional funding from private foundations, corporations, businesses, special interest groups and private citizens. Reviews projects with staff to determine funding needs, activities and priorities. Assists the staff and program managers with event planning activities, budgets and programming. Provides accountability and audit trails for grants and other donations. Negotiates funding proposals, bequests, planned giving and other sources that may be in cash, property or donations of labor, materials or supplies. Make presentations to civic, professional and social groups to explain program direction, funding needs and participation. Prepares certain materials for board member consumption including financial statements, organizational updates and other documents. Ensure information systems and key organizational data including volunteer and donor databases are well guarded and operationally sound.
7.3. Knowledge and Skills of the HFTH Executive Director • • • • • • • • •
Knowledge of concepts and theories applicable to the management of public and government sector agencies and programs, including program development and administration, and fundraising principles and practices. Knowledge of management information systems and legal constrains upon the development of a foundation’s programs. Knowledge of wildlife and/or natural resource systems, programs and activities. Ability to effectively manage and prioritize multiple projects. Ability to work independently. Skilled in the operations and administration of a foundation or other non-profit organization or other programs and activities. Skilled in oral and written communications including negotiations. Skilled in public speaking and presentations. Skilled in the operation of generally accepted computer software related to business and/or government management systems including Internet related activities.
Version 1 – Feb 2007
Page 7 of 8
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Hfth Business
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April 3 Board Package #1
June 2020 0
Package
November 2019 84