Nonprofit board stucture

Are Powerful CEOs Right for Nonprofit Organizations? Updated & Reissued

Are Powerful CEOs Right for Nonprofit Organizations?

By: Eugene Fram

David Larcker and Brian Tanya, Stanford University Professors, have come to the following conclusions about CEO power and raise some pertinent questions about the role of the board, based on research mainly centered on for-profit organizations.*

The research literature clearly shows that having a powerful CEO creates the potential for him or her to abuse this position to extract personal benefits or engage in excessive risky activities. At the same time, the research also shows that (CE0) power is often critical to the successful completion of tasks and the achievement of corporate objectives (and nonprofit missions). To this end, powerful CEOs can ultimately be a success or a failure. Are shareholders (stakeholders of nonprofits) better or worse off with a powerful CEO?

While it is the role of the board of directors to oversee management, at some point the board must empower management to make decisions. Where should it “draw the line” between giving its CEO discretion and providing appropriate oversight? How much power is too much power?

My Response Related to Nonprofit Organizations:** (more…)

How Does A Nonprofit CEO Decline Board Advice? Reissued & Updated.

How does a president/CEO turn down advice about operations or internal structure from the board.

With difficulty. It all depends on the type of culture that has been established by the board. (more…)

Where Nonprofit Boards May Fall Short

Where Nonprofit Boards May Fall Short

By: Eugene Fram

Boards of Directors, like people, have areas of strengths and weaknesses. Gretchen Morgenson, in her article in the New York Times discusses the weak categories of performance in the boards of public companies. * How do nonprofit boards score in these three major categories?

1. Risk Management – I think that most persons associated with nonprofit boards will agree that nonprofit boards are risk adverse. The rationale is that their budgets are derived from public or donated dollars. However, do boards occasionally seek grants that can enable them to ask outside sources (individuals or foundations) to assist with these more risky projects? For example, I recently encountered a nonprofit that has an internally developed product that could have some modest profitable commercial value. It will require a small financial investment that might be derived from an individual or foundation, and a volunteer to champion the product marketing. In my opinion, nonprofit boards need to seek these types of ventures in the current tight budget environment

Few nonprofit boards have ad hoc or standing risk committees or even employ occasional risk management advisers. Each board should have a good understanding of the risks that it faces. Then where appropriate, purchase insurance to reduce the risk liabilities.

2. CEO Succession Planning – FPs are not noted for CEO succession planning, as noted by JC Penney’s lack of planning when the board had to terminate its former president, Ron Johnson. Similarly, NFP boards are not noted for prowess in this arena. For example, a Google search of “CEO Succession Planning for Nonprofits” did not yield a single reference.

The Morgenson article cited above reports, “Hiring an outside C.E.O. costs between three and five times the amount it does to promote an existing manager…” For nonprofit organizations under budget stress, this fact can be a positive or negative factor in hiring. Positively it can force some organizations to consider all strong internal candidates. Negatively, it may allow the additional costs of engaging an outside candidate to overshadow the review of candidates. Consequently the organization may engage an internal person with less management potential.

Also, within six months of hiring a new CEO a nonprofit should have a succession plan in place in the event that the CEO is temporarily incapacitated.

3. Pay for Short-Term Performance? Many NFPs review executive compensation annually. But the impact of NFP programs and efforts may not be known for longer periods of time. Would it be desirable to structure some CEOs a deferred compensation plan dependent on measuring long-term impact? Would such a change provide more executive motivation in a nonprofit setting? Measuring qualitative impacts also are important, but require using imperfect metrics (http://bit.ly/OvF4ri) over time to obtain a robust picture. Change is difficult for nonprofits. But in the 21st century, some tangible experimentation should take place to consider these options.

Do you also agree the NFPs, like FPs, also fall short in these three major areas? Brief comments on field experiences appreciated.

* Gretchen Morgenson (2013), “ Directors Disappoint by What They Don’t Do,” The New York Times, May 11th.

Is Your Nonprofit Board Fundraising Committee Strategically Oriented? Reissued & Updated

Is Your Nonprofit Board Fundraising Committee Strategically Oriented?

By Eugene Fram, Professor Emeritus, E. Philip Saunders College of Business, Rochester Institute of Technology

Nonprofit boards have struggled for years to develop effective board fundraising committees and strategies. According to the BoardSource 2012 Governance Index, 46% of nonprofit CEOs gave their boards “D” or “F” grades for their fundraising efforts and fundraising is the lowest ranked of 10 board board responsibilities.

Simone Joyaux in a current NPQ Newswire* raises some pertinent questions related to the “struggle to get the board to carry out its fund development role.” I have listed her questions below in italics. My overall response to her questions is that fundraising committees are not always necessary for effective fund raising! Where the committee is doing a poor job (graded average or below), it is best to cultivate and support a few board members to drive fundraising. After all, not all nonprofit directors have a strategic orientation. (more…)

Can A Nonprofit Organization Have A President/CEO & An Executive Director? Updated & Revised

Can A Nonprofit Organization Have A President/CEO & An Executive Director? Updated & Revised

By: Eugene H. Fram

Yes, if the organization has the following structure:

Board With A Volunteer Chairperson
President/CEO With Full Authority for Operations
Executive Director for Division A
Executive Director for Division B

However this structure (more…)

11 Ways to a Stronger Nonprofit Board

11 Ways to a Stronger Nonprofit Board

By Eugene Fram

There’s lots of advice out there on how to build a strong and smoothly functioning nonprofit Board of Directors. Dr. Richard LeBlanc, York University law professor, had public companies in mind when he recently published 40 proposals to improve board governance. Many of his suggestions I find extremely relevant to NFP boards and their longstanding challenges. Here are some of my adaptations of his proposals. (more…)

Absenteeism at Nonprofit Board Meetings On the Rise? Technology Can Help!

Absenteeism at Nonprofit Board Meetings On the Rise? Technology Can Help

By: Eugene Fram

Dear Fellow Board Members: as you know, we have had to cancel recent board meetings due to a lack of quorum. It is imperative that we take certain annual administrative actions that require a duly called meeting and quorum of our board. To date we have been unable to do so due to our lack of attendance….

Twenty-four directors recently received this note from the organization’s volunteer president at the end of June. His sense of frustration was obvious. Lack of a quorum had precluded action on a number of important issues. And although no meetings are scheduled during the summer months, the president felt impelled to call one to take care of unresolved business.

From my experiences with a variety of nonprofits, this single case is indicative of continuing problems. What are the expectations of board attendance at these meetings? And why should it matter when directors have poor attendance records? Finally, what can be done to get a majority of the directors to the boardroom for what is usually no more than nine two-hour sessions a year? How can technology best assist? (more…)

Do Nonprofit Boards Have Viable 21st Century Options?

Do Nonprofit Boards Have Viable 21st Century Options?

By: Eugene Fram

Based on what has transpired so far in the 21st century, the typical nonprofit board in the United States appears to have acquired more constraints and fewer options to maneuver. Although charitable giving rose moderately in 2012, financial options remained constrained as increased operating costs and increased client needs cloud future prospects. (more…)

Do Nonprofit Board Fundraising Committees Really Work?

Do Nonprofit Board Fundraising Committees Really Work?

By Eugene Fram

Nonprofit boards have struggled for years to develop effective board fundraising committees. According to the BoardSource 2012 Governance Index, 46% of nonprofit CEOs gave their boards “D” or “F” grades for their fundraising efforts.

Simone Joyaux in a current NPQ Newswire* raises some pertinent questions related to the “struggle to get the board to carry out its fund development role.” I have listed her questions below in italics. My overall response to her questions is that fundraising committees are not always necessary for effective fund raising! Where the committee is doing a poor job (graded average or below), it is best to cultivate and support a few board members to drive fundraising. (more…)

Nonprofit Chief Executives Should Have Title: President/CEO, Updated & Expanded

Nonprofit Chief Executives Should Have Title: President/CEO, Updated & Expanded

When nonprofit organizations reach a budget level of over $1 million and have about 10 staff members it is time to offer the chief operating officer the title of PRESIDENT/CEO. In addition, the title of the senior board volunteer should become CHAIRPERSON OF THE BOARD, and the title of EXECUTIVE DIRECTOR needs to be eliminated. Experience has shown that with a reasonably talented PRESIDENT/CEO at the helm, he/she can provide the following benefits: (more…)