We are born in nonprofit hospitals, we leave our children in nonprofit child care, we are educated at nonprofit schools and universities, and we come together in nonprofits seeking social justice, we are inspired in nonprofit museums and theatres, we worship in nonprofit churches, synagogues and mosques and we rely on nonprofits when challenges confront families and tragedy strikes our communities. The nonprofit sector is like air -- it is all around us.

2.  High Functioning Broads
 Standards of Conduct
 Members responsibilities
 Committees
 Bylaws
• What are bylaws?
• How bylaws benefit the group
 Conducting a meetings
 Understanding Parliamentary law
 Motions

3. It is imperative that a nonprofit board function
at a high level to ensure a clear and strategic
organizational direction that
supports the agency’s efforts to successfully
navigate the challenges,
responsibilities and opportunities of a new and
changing environment

4. Board governance issues can impact the
ability of an agency to function effectively
These issues include:
Poor board relations
Inadequate board expertise
Poor communication between the board and CEO
Insufficient organizational oversight
Poor relations with key stakeholders

5. Every organization needs a foundation
from which it operates
Its foundation is its
• Standards of Conduct
• Roles and Responsibilities
• Board and its individual members

7. Set the Direction
Hire the Chief Executive Officer
Evaluate the Chief Executive Officer
Plan Effectively
Align Services with Mission Achievement
Maintain Adequate Financial Resources
Provide Appropriate Financial Oversight and Asset Protection
Ensure High Functioning and Competent Board
Ensure Ethical and Legal Integrity
Enhance the organization’s Reputation

8. Committees

9. Body of one or more persons
• Elected
• Appointed
To consider
• Investigate
• Take action
Ordinary committees
• Standing
• Special

10. The committee is the eye, ear, and hand, and
very often the brain of the organization. Free
from the very great inconvenience of
numbers, it can study a question, obtain full
information, and put the proposed action into
proper shape for final decision.
“The working machinery of an organization”

11. STANDING COMMITTEES
• Perform a continuing function
• Remain in existence
• Must be provided in the bylaws
• Certain action is automatic
SPECIAL COMMITTEE
• Appointed
• Specified task
• Automatically cease

12. Chairman
• Or any two members
• Can vote/debate
• Make motions
Committee
• Can not adopt any special rules
• Quorum
• Majority

13. Report
Official statement
• Take action
• Recommendation
• Information
Can contain only
• What has been agreed to
• Quorum

14.  Approval of minutes
 Report of officers
• Boards
• Standing committees
 Report of special
 Special orders
 Unfinished business
 New business

15. Knowing the rules of parliamentary
procedure helps people run a meeting
more efficiently. It provides the tools with
which officers and members may
participate with confidence in any
assembly

16. The Board is responsible to ensures that an effective process is
implemented that results in the selection of a competent
executive. The Board must clearly identify the skills
necessary for success as the executive and define the
responsibilities the executive will be held
accountable for achieving.

17. The Board is responsible for establishing the criteria used to
evaluate the CEO. Thus the Board must identify the performance
targets, the criteria for evaluating the executive’s performance and
implement an effective performance evaluation process. The
Board must also provide professional support and regular
feedback to the CEO

18. The Board approves an annual budget and ensures
the organization has adequate financial controls

19. The Board ensures the organization complies
with all legal standards and ethical norms

20. The bylaws of high functioning organizations include
many of the following elements.
Compare your bylaws to see if they are as
comprehensive.

21. Quality leadership is critical for an organization.
The Board demonstrates leadership in the manner in which Board
members interact with each other, maintain a relationship with
the CEO, ensure board diversity and communicate with customers,
staff, funders, the public and media.

22. It is the Board’s fiduciary responsibility is to ensure that
systems are in place that safeguard the organization’s finances.
In some cases, funders will want to know that
an agency’s board is competent to
oversee large grants and federal funds.

23. The Majority Rules
A Quorum must be Present
In order to make decisions
All members are equal
The Rights of the Governing body
outrank the rights of the members

24. Members must work together to
accomplish the goals of the organization
There are three types of meetings
• Regular Meetings
• Special Meetings
• Close Meetings

25. Non-Profit boards operate for public
benefit with support from the general
public
They should provide the public with
information about their mission, program
activities, and finances
Boards should be accessible and
responsive to members of the public who
express interest in the affairs of the
organization

26. Refresh
Inform
Record

27.  Paragraph One
• Type of meeting
• Date, time, place of meeting
• Approval of the minutes of the last meeting
 Paragraph Two
• Main motions
• Primary and/or secondary motions
 Last Paragraph
• Time the meeting was adjourned
• Signature of the Secretary

28. Is a type of motion by which a policy
council deals directly with a main
motion prior to (or instead of) voting on
the main motion itself
Modifies, delays action or disposes of
a main motion
Subsidiary Motion
Relates in varying ways to the main
motion and other parliamentary motions
Relates to the pending business
Do not have rank
Incidental Motion
Is granted precedence over ordinary
business because it concerns matters of
great importance or urgency
Are not debatable, although in case of
questions of privilege, the chair may feel
the need to elicit relevant facts from
members
Privileged Motion
Brings business before the
council
Are made while no
other motion is pending
Are lowest ranking motion
Main Motion
Motions That Bring a Question Again Before the Assembly
Discharge a Committee
Reconsider
Rescind;
Amend Something Previously Adopted
Take from the Table

29.  Motions bring business to the
meeting
 Motions provide fairness when
making important decisions
29

30.  Recognize the person who made the
motion
 Make an effort to allow both sides
 No one who has had the floor previously
 Can’t interrupt the speaker
30

31. 31
Highest Ranking Adjourn
Recess
Personal Privilege
Lay on the Table
Previous Question
Limit Debate
Postpone
Commit or Refer
Amend
Lowest Ranking Main Motion

32. 32
I move we have a party Saturday night.

33. 33
We have a party Saturday night.
and invite two guests

34. 34
We have a party Saturday night.
and invite two guests
four

35. 35
We have a party Saturday night.
and invite four guests

36. 36
We have a party Saturday night
and invite four guest.

37. To "add" or "insert"
To "strike out"
To "strike out certain words & insert
others."
To "substitute"
To divide a motion into two or more
motions
37

38.  Roll Call
 Ballot
 Voice
 Show Hands
 Standing
38

39. 39
 what it believes in,
 what it stands for
 what it values.
The essence of any
board lies in: