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Policy vs. Paper Clips

Once Again! Nonprofit CEO: Board Peer – Not A Powerhouse

Once Again! Nonprofit CEO: Board Peer – Not A Powerhouse

By: Eugene Fram

Viewer Favorite: Updated and Revised

Some nonprofit CEOs make a fetish out of describing their boards and/or board chairs as their “bosses.” Others, for example, can see the description, as a parent-child relationship by funders. The parent, the board, may be strong, but can the child, the CEO, implement a grant or donation? Some CEOs openly like to perpetuate this type of relationship because when bad decisions come to roost, they can use the old refrain: the board made me do it.

My preference is that the board-CEO relationship be a partnership among peers focusing on achieving desired outcomes and impacts for the nonprofit. (I, with others, would make and have made CEOs, who deserve the position, voting members of their boards! Some state laws specifically outlaw it.)

There are many precedents for a nonprofit CEO to become a peer board member, some without voting rights, some with full voting rights. One nonprofit group is university presidents, where shared governance with faculty bodies can be the norm. For example, when General Eisenhower became president of Columbia, he referred to the faculty in an initial presentation as “Columbia employees.” Later a senior faculty member informed him “With all due respect, the faculty is the university.”

Another nonprofit group is hospitals where the CEO may also be or has been the chief medical officer. The level of medical expertise needed to lead requires that a peer relationship be developed. Also if the hospital CEO is a management person, he and the chief medical officer must have a peer relationship, which extends to the board.

Hallmarks of a Peer Relationship
• The CEO values the board trust assigned him/her, and carefully guards against the board receiving surprise announcements.
• The board avoids any attempts to micromanage, a natural tendency for many nonprofit boards.
• When a board member works on a specific operating project, it is clearly understood that he is accountable to the CEO for results.
• The CEO has board authority to borrow money for short term emergency needs
• The CEO understands need for executive sessions without his/her presence.
• The CEO understands the need for robust assessment processes to allow the board to meet its overview duties.
• Both board and CEO are alert to potential conflicts of interest which may occurs.
• Both value civil discussion when disagreements occur.
• The board realizes that nobody does his/her job perfectly, and it does not react to occasional CEO modest misjudgments.

Summary
Elevating a nonprofit CEO to a status of board peer does not automatically make the CEO a powerhouse. The board legally can terminate the CEO at will. However, in my opinion, the following benefits can accrue to the organization.

The peer relationship help will:

• Help the organization to build a desirable public brand.
• Allow a capable person to interface with the media.
• Define a role for the CEO to lead in fundraising.
• Allow the organization to hire better qualified personnel.
• Allow the organization to present a strong management environment to funders. After all, top people readily communicate with people in similar positions.

Dysfunctional Levels in Nonprofit Boards & Organizations

Dysfunctional Levels in Nonprofit Boards & Organizations

By: Eugene Fram

Viewer favorite–Updated & Revised

Article and studies from a Google search on “ Dysfunctions in Nonprofit Boards & Organizations,” yields 445,000 items in .32 of a second. These items show dysfunctions on charter school boards, church boards, healthcare boards, trade associations, etc.

Rick Moyers, a well-known nonprofit commentator and nonprofit researcher, concluded:

A decade’s worth of research suggests that board performance is at best uneven and at worst highly dysfunctional. ….. The experiences of serving on a board—unless it is high functioning, superbly led, supported by a skilled staff and working in a true partnership with the executive – is quite the opposite of engaging.

These data and comments can lead one to conclude that all nonprofit boards are dysfunctional. I suggest that nonprofit boards can generate a range of dysfunctional behavioral outcomes, but the staff can muddle through and continue to adequately serve clients. (more…)

People Problems Can Put Nonprofits at Risk

People Problems Can Put Nonprofits at Risk

By: Eugene Fram

Like the Streisand song lyric, nonprofit people who need people must first have the know-how to choose and cultivate those people! If not, the risks to a board can range from modest to substantial. It all begins with making the right choices and vetting board and CEO candidates.   Most nonprofit board members know that they are only required to make one hiring decision—the engagement of the CEO. This is a process that always involves some risk factors. Take the case of the university that has expended substantial amounts to engage a CEO. After a brief “honeymoon period” it was determined that the candidate lacked the requisite background to move the organization forward. His resignation was forthcoming, and with it, a disruption that was costly not only in dollars but in board/faculty morale and public confidence. A nonprofit board is usually confronted with several people risks. Following are some that should be noted by board members. (more…)

Two Nonprofits Merge: Synergy or Collision Course?

Two Nonprofits Merge: Synergy or Collision Course?

By: Eugene Fram

Revised & updated viewer favorite

Having led a merger committee that resulted in a successful merger with another nonprofit, I thought my field observations might be of interest to others contemplating a merger. These comments center on a merger of two equal partners, which plan to form a new organization, not the acquisition of one nonprofit by another. (more…)

The Nonprofit CEO Exceeds His/Her Authority–What Happens Then?

The Nonprofit CEO Exceeds His/Her Authority–What Happens Then?

By: Eugene Fram

Viewer favorite updated and revised

It happens! When it does, it’s the board’s job to inform the CEO that he or she has taken on too much authority. As a board chair of a human service nonprofit, I encountered such a situation. The CEO signed a long-term lease contract on his own that should first have been approved by the board. The financial obligations involved weren’t significant. (more…)

Can Nonprofit Boards Suffer From Agenda Deficits?

Can Nonprofit Boards Suffer From Agenda Deficits?

By Eugene Fram

Revised & Updated Viewer Favorite

In a recent study of 772 for-profit and nonprofit directors from around the world, McKinsey & Company found that 25% of the sample assessed their board impact as moderate or low, “… while others reported having a high impact across board functions. “ http://bit.ly/1iFEINR

Following, in italics, are brief abstracts from the study, followed by my analysis of the importance of the information to nonprofit boards. (more…)

Why Are Some Nonprofit Boards Missing the Mark? What to Do?

Why Are Some Nonprofit Boards Missing the Mark? What to Do?

By Eugene Fram

Viewer favorite, expanded and updated.

Stephen Miles of the Miles group (http://milesgroup.com) recognizes that many business boards are coming up short in performance. As founder and CEO of a strategy and talent development agency, Miles has identified five areas of potential improvement for commercial boards. I believe these categories are also quite relevant to nonprofit board operations in the following ways: (more…)

The Nonprofit President/CEO–How Much Board-CEO Trust Is Involved?

The Nonprofit President/CEO–How Much Board-CEO Trust Is Involved?

By; Eugene Fram

Viewer Favorite–Revised & Updated

The title, president/CEO for the operating head of a nonprofit, clearly signals to the public who has the final authority in all operating matters and can speak for the organization.* It is not an ambiguous set of titles. However, the terms “manager” or “executive director” can be quite ambiguous and do not generate the same external understanding or respect. An executive director can be the administrator in a small church or the operational head of a large arts organization. The public and some corporate directors often view managers and executive directors (because of the organizational history of nonprofit) as “hired hands,” not as professionals who, with strategic vision, are able to manage all operational activities. (more…)

The Enron Debacle, 14 years Ago—2015 Lessons for Nonprofit Boards?

The Enron Debacle, 14 years Ago—2015 Lessons for Nonprofit Boards?

By: Eugene Fram

In 2001 Enron Energy collapsed due to financial manipulations and a moribund board. It was the seventh-largest company in the United States. Andrew Fastow, the former CFO and architect of the manipulations served more than five years in prison for securities fraud. He recently offered the following comments to business board members that, in my opinion, are currently relevant to nonprofit boards. (http://bit.ly/1JFGQ6T) Quotations from the article are italicized. (more…)

How Can Nonprofits Accommodate To External Influences? Some Field Observations

How Can Nonprofits Accommodate To External Influences? Some Field Observations

By: Eugene H. Fram

Ruth McCambridge, editor of Nonprofit Quarterly, points out “Our organizational management, (board) styles and structures are affected by the four external influences.” See bolded items below. (http://bit.ly/1HSwrZY) Following are some specific field observations I have encountered that, over several decades, support her model relating to external influences.

The fields in which we work: McCambridge points out that arts organizations have dual have leadership models—artistic and business. However, unless specified which has final authority, the system can lead to continual conflict between the two; the artistic leader wanting the most authentic productions and the business leader concerned with budget realities. The final authority is often determined by which leader has the CEO title.

Human services boards and staffs often operate at a much higher emotional level than other types of nonprofits. Examples: Some of these board members consider themselves “families,” frequently fail to make the hard choices when board members are ineffective directors. Even the least productive board chair is venerated. Staff members similarly can be emotionally bonded, failing to realistically acknowledge the strengths and weaknesses of others.

On the other hand, board members of trade or professional associations often look to the staff as “servants” who should closely follow board directions. Example: One association CEO I encountered creativity developed a million dollar reserve for the group. Yet he was only allowed to spend up to $5K of a multimillion-dollar budget without formal board approval.

The regulatory environment in which we function: It can be argued that nonprofit organizations are much more regulated than their for-profit counterparts. In addition to traditional state and Federal corporation laws, all nonprofits must abide by the Federal Intermediate Sanctions Act that prohibits them from providing excess benefits to anybody in a position to influence actions—internally a management or staff person and externally a vendor, donor or volunteer, etc. Charitable and public benefit nonprofits must annually file an IRS Form 990 that has, in addition to financial data, 38 questions related to corporate governance. Health care nonprofits face a multitude of regulations related to staff certification and relationships with patients. Example: A psychiatrist employed by a counseling agency resigned and took patient records with him. The employing organization had to sue for return of the records because agency, not the psychiatrist, was responsible for confidentiality.

Our communities’ spoken belief systems: Having worked with nonprofits on both US coasts, I have generally observed that CEOs on the east coast are given much more managerial latitude once a nonprofit start-up moves beyond its early stages. Example: I have consulted with two west coast nonprofits both well beyond the startup stage—one with a budget of $6 million and he other with a budget of $10 million. A community model that required significant number of board interventions covered both. If they were on the east coast, both would likely have had CEOs with the title “President /CEO” with much more operating flexibility than the CEOs I observed on the west coast.

Our communities’ cultural norms and dynamics: Peter Drucker, the noted management expert, is said to have remarked, “Culture eats strategy for breakfast every morning.” He meant that strategy needs to be in line with culture to succeed. Nonprofit boards frequently align with this comments. Example: If a nonprofit board is a conservative one and content with a “mind the store CEO culture,” one or two board members can’t do much to drive change, until the CEO retires or leaves.

Suggestion for action

With the assistance of an independent moderator, many boards could benefit from an in-depth discussion of these four issues every couple of years. It may open discussion on some internal issues that need corrective action.