On Nov 8, 2010, at 4:23 PM, Ben Tsai wrote:
Hello,
We are working on creating new and updated policies for our organization and have lots of questions regarding board and staff roles. We would be happy to hear experiences or feedback on any of the following questions if folks have time.
1) Who should be able to vote at board meetings in a consensus based non-profit, where there is a general desire for as much democracy and particapation as functionally possible? This organization is small and there is considerable overlap in the duties of board members and staff. How many staff should have a vote at board meetings(should there be a restriction on how many)?
First, by staff are you referring to paid people or volunteers who do the work of your shop? The Bicycle Kitchen formed a formal board of directors from our cooks (volunteer) community when we decided to file for 501c3. Our board is now 15 members strong, the maximum, and we did this to have as much representation from cooks as possible. At our monthly board meetings everyone can contribute and vote in straw polls, but for formal voting ONLY board members vote. and as the one paid employee, I actually really try to keep my contributions to a minimum and of course, do not vote. Built into our bylaws, however, is the ability of a cook to enact a referendum on a decision they may not agree with. Also, pretty much any decision that was going to have a big impact on what the Kitchen does, the Board would defer to make at one of our quarterly cooks meetings where all cooks attending would vote.
It seems common that non-profit advisers warn about having staff voting in board meetings (many say limit it to one representative max). Does this still hold if the staff are doing planning and research equivalent to a board member? The executive director or staff representatives are sometimes voting members in other nonprofits we have heard of, but ours doesn't currently have those positions.
I attend Board Meetings and facilitate agenda items that are pertinent to stuff I'm working on if required, but I am there to listen and record stuff that the board/cooks community needs me to do.
2) Our organization has teams that operate semi-autonomously. Staff and board members overlap in these too, but the decision making is by all members of the team (not just board members for example). Reversing question #1, are there issues with having board members voting in groups that focus on daily operations?
The Bicycle Kitchen forms committees called Gruppos to do projects and work other than wrenching and most have a board member on it. It is understood that the gruppos are empowered to make decisions without waiting for the whole cooks communities approval as any cook can become involved in any gruppo they would like. We have quarterly cooks meetings and if anything is going to be acted on that will affect the future or overall work of the Kitchen a decision will be made there to get as much community "buy-in" as possible.
3) Who should be allowed to edit the operations manual; staff, board, or both? This isn't the bylaws, but what we call the " handbook for board of directors, staff, and volunteers". Should the staff be able to alter it as long as it doesn't go against the bylaws established by the board? If so, what if no one checks on a regular basis? Are there better ways to divide bylaws from an operations manual.
One of the main tasks of my position was to create the cookbook, our operations manual since my position was for a period of one year. I generated a text version in Open Office that I am going to post to our wiki with the thought behind it that it should/needs to be editable by whoever is doing the work of the Bicycle Kitchen. Bylaws are filed with the IRS and should not live editable online. They do need the oversight of the board and re-filed with IRS when changed.
4) Who do staff turn to when they have problems, or are unhappy with their working hours, pay, coworkers, etc. (There is no executive director).
This is such a great question! Halfway through my tenure as Operations Facilitator (OpsFac,) a 3 person review committee of 2 Board members and one cook was formed to perform a job review. From this a formal OpsFac Gruppo was formed to help guide my remaining months. Technically, the Board is the liason between me and the cooks. so, I'm not on the Board email list in case a discussion needs to happen this way regarding me or my work. Now, the OpsFac Gruppo is the liason. and I guess, this is the group I would go to to discuss issues. Our new Board Chair, Emily, has been around the BK almost as long as I have and happens to be my friend, and is on the OpsFac gruppo. As we head into OpsFac 2.0, she and I are meeting bi-weekly to check in.
5) How board members volunteering as staff, on project teams and programs maintain objectivity as a legal employer, while working as part of a team. Are there processes in place that help keep authority issues clear? I guess this ties into question 2.
I think having a committee of people helps that. you could consider inviting a trusted, respected outside member be part of that. for us, it's the gruppo and as we're still adjusting to this transition, it hasn't really come up. as the only paid person in 35+ volunteer-run org, i basically defer to the will of the group.