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New Board Member Orientation
Board Orientation New Board Member Orientation Parkdale Community Legal Services PCLS was the… You need PowerPoint and Word programs to utilized this program. Tailor it to your needs. Design it to fit your time and to focus on the key issues in your organization. You’ll need a screen and an LCD projector so that everyone can see. Have a flip chart and markers available. An effective room set up is crescent circles so that nobody has their back to the podium and you can break into small groups easily. Copies of the program can be printed and distributed to the attendees; the preference for training is to print them in PowerPoint format, “Three Up,” to leave room for taking notes. For help: Robert C. Harris, CAE - 335 Beard St., Tallahassee, FL USA 32303 January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
Topics Purpose Area Mission, Vision, Values Student Program Governing Documents Annual Budget Management Team & Staff Union Relations Funder Relations Governance & Stewardship Board Division of Responsibilities Board Job Description Board Meetings Code of Conduct & Oath of Office Executive Officers Executive Committee Board Committees Financial Issues Board Calendar Succession Planning AGM’s Outcome Measures Risk Management Insurance Board Supports The 40 or so slides are intended to require 1.5 to 3 hours to discuss. Using a flip chart and reviewing your own association documents that support the information in the slides, will easily fill the time. If you want to add topics and time, consider a slide that identifies member benefits and a discussion of each. Also consider a slide on association communications and how/when board members can expect certain communication vehicles. You may also consider starting the presentation with a history of the organization to be sure all board members understand where it has come from and how it developed. Don’t be afraid to delegate specific topics or slides to volunteers to cover and lead the discussion. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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Purpose of Board Orientation
To share key information about PCLS & our funders. To focus on the strategic direction, mission and goals of PCLS. To discuss expectations & obligations encourage questions and to explore opportunities for the organization. Hear about how to manage risks associated with stewardship. If needed, add a second slide here to describe your organization’s additional purposes. Or use a flip chart to add purposes and objectives provided by the audience in a discussion. Be sure to assemble your organization’s own documents, such as the budget, bylaws, policy manual, to support various discussion topics associated with the slides. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
PCLS - Area PCLS serves low income residents living within the Parkdale/Swansea area bounded by: North - Bloor Street (south side); South - Lake Ontario; East - Ossington Avenue (north of Queen, west side) & Strachan Avenue (south of Queen - west side); and, West - Humber River January, 2007 PCLS Board Orientation
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PCLS - Mission Statement
Board Orientation PCLS - Mission Statement PCLS helps people to avoid, prepare for and overcome poverty law problems through a combination of community development and action, the provision of competent and professional legal representation, summary legal advice, and community legal education. PCLS works with our client community, in all its diversity, to build and mobilize an ever increasing community movement for social change, to create the social and economic conditions to eradicate poverty and oppression, to restore and revitalize the quality of life and enhance self-reliance in the Parkdale and Swansea communities. Enter your organization’s mission statement on the slide. The mission statement should indicate who the organization serves and what it offers. Some organization’s have two additional components that you would insert near the mission statement slide; they are a: Vision Statement - A statement indicating where the organization intends to be and how it will serve the industry 5 to 10 years from now. Value Statement - A series of statements that indicate the most important beliefs and values of the organization. For example: “We value the input and participation members.” January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
PCLS – Our Vision External: PCLS plays a pivotal role in helping to build and mobilize an ever increasing community movement for social change, to create the social and economic conditions to eradicate poverty and oppression and to improve the quality of life in the communities we work with, through the delivery of a combination of community development and community legal services. Internal: PCLS is a ‘healthy workplace’ where staff and students feel supported, work well together in teams, and are not discouraged by challenges. Staff have equal access to training opportunities and participation in clinic activities. There is a healthy and actively participating membership base. Decisions on priorities and strategic directions are made and communicated in a transparent and -timely fashion after meaningful consultation. Add your organization’s Vision Statement to this slide if one exists. If you don’t have a vision statement, eliminate the slide by going to “Slide Sorter” view, blocking this slide, and deleting it. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS –Statement of Philosophy
Board Orientation PCLS –Statement of Philosophy Parkdale Community Legal Services believes: in community-based and community-governed poverty law services in recognizing and supporting the inherent agency and authority of people, fostering and ensuring empowerment in treating people with respect that access to justice is a right in the necessity of ensuring quality legal services for our community, while recognizing that non-legal strategies are often of greater utility in work to eradicate poverty than traditional legal strategies that we can better serve the community by working together as a team and by offering a variety of poverty law services in respecting equally the work done by, and the role of, each member of the team that we have a responsibility to actively participate in the community to create the social and economic conditions to eradicate poverty and oppression in being knowledgeable of, representative of, and responsive to the racial, cultural and social diversity of our community in the importance of building broad community involvement and support Insert the organization’s value statements or remove the slide. If you don’t have value statements, discuss with the leadership what they do value in the organization. With a flipchart you may be able to identify the culture and values that have emerged as important to your organization. To help, here are value statements identified by ASAE: Visionary leadership forever open to new ideas. Integrity evidenced by ethical, honest, and credible behavior. Service to society. Dedication to the freedom to associate. Commitment to association management as a profession. Belief in the value of collaboration. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
PCLS – Student Program We have twenty law students per academic term from Osgoode Hall Law School of York University. They take part in the law school's ‘Intensive Program in Poverty Law.’ This program attempts to develop in the students a critical analysis of lawyering, of poverty, and the limited utility of traditional lawyering techniques versus non-traditional (`poverty law') lawyering (law reform work, community development). The actual service delivery — legal advice, assistance and representation — is provided by the law students and articling students under the supervision of the staff lawyers. The students also take part in community development and law reform projects. January, 2007 PCLS Board Orientation
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PCLS - Governing Documents
Board Orientation PCLS - Governing Documents Bylaws Policies & Procedures Strategic Plan or Goals MOU & Funding Agreement with LAO & Osgoode Hall Law School Budget for Current Year These are the tools of governance Governing Documents Point out what you believe to be relevant in bylaws and financials. Review key points in financials; discuss the rules/limitations/financial goals. Importance of Representation Reinforce that Board members represent the entire industry, not a segment of the industry. While they may lobby for their position on matters which may be related to their segment or size within the privacy of Board meetings, their role on the Board is to represent the interests of all of the chapter members, and their public position is that of being a member-at-large. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
PCLS Annual Budget A - PERSONNEL Salaries, Permanent Staff $1,051,678.53 Contract Staff $00 Salary Recovery $0.00 Salary Subtotal $1,051,678.53 Benefits $82,295.22 Pay Equity Benefits $ Benefits Recovery $0.00 Staff Recruitment $0.00 Bookkeeping $10,841.00 Lawyer’s Professional Dues $6,000.00 SUB-TOTAL: $1,210,781.88 C - ACCOMMODATION & EQUIPMENT Rent $150,148.00 Common Services $25481 Cleaning Salary $19,480.33 Cleaning Benefits $930.00 Cleaning Supplies & Services $ General Office Repair $ Photocopier $0.00 Photocopier – Overruns $ Photocopier – Supplies $0.00 Outside Photocopying $ Photocopy Recovery $0.00 Equipment Rental $ Maintenance Contracts $ Repair of Equipment $ SUB-TOTAL: $210,889.33 B - TRANSPORTATION & COMMUNICATIONS Local Travel $ Staff Meals $200.00 Board, Local Travel $ Travel Recovery $ 0.00 Board Recovery $ 0.00 Telephone - Service & Equipment $ Telephone - Long Distance $ Telephone Recovery $0.00 Mail- Canada Post $ Mail – Courier $ Mail – Recovery $0.00 Publicity $500.00 SUB-TOTAL: $28,235.00 D - SUPPLIES Stationery\Office Supplies $ Stationery Recovery $0.00 Library Purchases $10,800.00 Conference Fees – Lawyers $950.00 Conference Fees – CLWs $950.00 Conference Fees - Support Staff $950.00 Conference Fees – Management $950.00 Conference Fees – Recoveries $0.00 Bank Charges $0.00 Miscellaneous Expenses $ Capital Purchases *$0.00 Capital Purchases Recovery *$0.00 SUB-TOTAL: $38,935.00 January, 2007 PCLS Board Orientation
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PCLS Board Orientation
PCLS Management Team Clinic Director The Clinic Director has overall responsibility for the delivery of legal services and outreach services subject to the overriding authority of the Board. Academic Director The Academic Director has primary responsibility for student education, conducting the Academic Seminar and law reform and research carried out by the students, monitoring and adjustment of student workloads, and management of student supervision. Director of Administration The Director of Administration is responsible for the monitoring and management of money, supplies, the physical plant, our physical assets, and support personnel. January, 2007 PCLS Board Orientation
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Division of Responsibility – Management Team
January, 2007 PCLS Board Orientation
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PCLS Service Delivery Staff
Staff Lawyers Law Students (unpaid) Articling Students Community Legal Workers (CLWs) January, 2007 PCLS Board Orientation
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PCLS Board Orientation
PCLS Support Staff Group Administrators Admin Assistant Office Cleaner Receptionist January, 2007 PCLS Board Orientation
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PCLS - Organizational Chart
Board Orientation PCLS - Organizational Chart Double click on the center of the slide to open up Microsoft Organizational Chart. Create your own organizational chart of insert your organizational chart as a file. Your organizational chart may be for the leadership, showing committees, board, subsidiaries, etc. and/or a staff organizational chart. To create a second organizational chart, go to “insert - duplicate slide” to create it. One of the most revealing discussions is to ask small leadership groups to draw their understanding of the organizational chart to determine how much they know about the association. If you don’t have an organizational chart, simply delete this slide. As an exercise, you may want to use a flip chart and discuss the structure of the association, including board, committees, subsidiaries, chapters, etc. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
PCSL – OPSEU Local 525 PCLS is a unionized workplace. Staff, other than the lawyers and management, are represented by the Ontario Public Service Employees Union (“OPSEU”), through its Local 525. January, 2007 PCLS Board Orientation
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PCLS Board Orientation
Funders – MOU’s PCLS has a ‘memorandum of understanding’ (“MOU”)with each of our two major funders: LAO MOU: five year terms Defines roles & responsibilities of PCLS & LAO establishes a 'framework' for ongoing relations, including Funding Agreement and policies sets out supports, besides annual funding, LAO will provide to clinic [see next slide] Osgoode Hall LawMOU: Ongoing, subject to review by written request limits composition of Board [requires Dean’s approval for changes] governs appointment and roles of Clinic Director and Academic Director (both are members of PCLS Board and Faculty Council of OZ) sets out process for selection of students, and student activities sets out supervisory duties of lawyers and CLWs sets out formal educational responsibilities of lawyers and CLWs [skills training, weekly meetings, input into weekly seminar] promises yearly financing & support from OZ January, 2007 PCLS Board Orientation
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PCLS Board Orientation
LAO – Funder Services Legal Aid Ontario (“LAO”) provides the bulk of our funding. They also provide the following services to clinics: Insurance Management Assistance Data analysis Learning & Development Financial Advice Dispute resolution and complaints Clinic Advisory Services Clinic Resource Office (CRO) Human Resources Department Quality Service Office (QSO) IT Department Facilities Department January, 2007 PCLS Board Orientation
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PCLS Board Orientation
LAO – Funder Relations The legal clinics in Ontario have created an association to represent their collective interests with Legal Aid Ontario and more generally — the Association of Community Legal Clinics of Ontario ("ACLCO"). The ACLCO also receives much of its funding from Legal Aid Ontario (pursuant to a Funding Agreement), and from its member clinics. The ACLCO is governed by a 13 person Executive, elected from clinic staff and board members at an AGM. The Executive is made up of representatives from each of the 4 regions in the province (North, East, Southwest, Toronto/Specialty), and includes both clinic board and staff members. The PCLS board selects a board delegate to attend ACLCO meetings and represent the interests of PCLS. January, 2007 PCLS Board Orientation
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PCLS Board Orientation
LAO – Funder Issues Project/Issue Purpose/Goal Who is Involved? Status/Action to be taken Accountability To establish principles and procedures by which clinics will report certain activities and statistics to LAO within the framework of accountability for the funds clinics receive from LAO. Committee of LAO staff, clinic employees and board members Started Fall 2005 Clinic Staff Benefits To set up an advisory committee of the clinics to make recommendations for a new or revised benefits package, if appropriate. To implement a three-year plan in October, 2006 that will allow the plan to be managed, throughout that term, at the same level as the October 1, 2005 renewal cost. An advisory committee of clinic staff and board members, an LAO Steering Committee of the CEO, CSO, HR and Finance staff, and an outside benefits consultant. Clinic staff were surveyed about what features they felt were important to them. Committee then recommended a ‘flex plan’ – with some employee contribution. LAO management to decide on plan in July ’06 & implement Compensation Review To review the basis on which LAO provides funding to clinics for the compensation of clinic employees and to establish policies related to compensation funding. A committee of LAO, the ACLCO and clinic staff, and clinic board members. This is the third compensation review conducted over the past few years. Project start date: TBD January, 2007 PCLS Board Orientation
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LAO – Funder Issues [cont’d]
Project/Issue Purpose/Goal Who is Involved? Status/Action to be taken Clinics/LAO Relationship To discuss issues related to the relationship between the clinics and LAO. To find resolutions to the issues identified. A committee of LAO, the ACLCO, and clinic staff and clinic board members. Working on: 1. A Relationship Framework Principle 2. Clarifying ACLCO and LAO Roles and Processes 3. Developing a Code of Conduct for LAO and clinic staff interactions 4. Developing an Issue Resolution Process (IRP) Strategic Plan To develop a long-term plan that describes how the province-wide delivery of clinic law services might need to develop, adapt, shift or grow to meet the evolving needs of clients and communities. The LAO Clinic Strategic Planning Committee is presently only made up of LAO staff and management. The ACLCO has protested that this should be a partnership with clinics. Presently LAO is working on a SWOT analysis, and then will consult with stakeholders. Strategic Plan with recommendations to LAO Board by the summer of 2007. Sustainability Campaign To obtain increased funding for LAO from the Attorney General. Since 1999, LAO, with a fixed budget of $250M, has absorbed more than $27M in inflationary costs. Chair & staff of LAO, clinic staff Media campaigns to raise awareness. Clinic Board Capacity Development To review board support needs and identify priorities, assess costs and resource requirements, identify opportunities and establish who are in the best position to provide these supports CLAO and clinic staff and clinic board members. A resource to assist clinic boards in developing a board manual has been identified and workshops are being offered to clinic board members around the province to help them with this endeavour. January, 2007 PCLS Board Orientation
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Governance & Stewardship
GOVERNANCE TASKS: The Broadbent Task Force on non-profit governance & stewardship identified the following 8 key tasks for boards: 1. Mission & Strategic Plan 2. Communication 3. Appropriate Structures 4. Clarity re. Board’s Role 5. Fiscal Responsibility 6. HR Management 7. Assessment/Control Systems 8. Planning for Succession/Diversity January, 2007 PCLS Board Orientation
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BOARD/STAFF – Division of Responsibilities
PCLS DIVISION OF RESPONSIBILITY Board of Directors Management Team * Compensation Structure * Collective Bargaining/Agreement * Hiring of and dismissal of staff * Vacation Policy * Evaluation of Management Team Personnel Issues * Clinic Hours of Operation * Division of Labour * Evaluation/Discipline * Vacation Scheduling * Temporary staff * Annual Funding Application * Lease * Major Acquisitions * Approval of Budget *Review & Approve Financial Statements Budgets & Funding * Regular purchases (i.e. -stationery, supplies, etc...) * Preparation of Financial Statements * Preparation of draft budget * Payment of salaries, bills January, 2007 PCLS Board Orientation
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BOARD – Division of Responsibilities [cont’d]
PCLS DIVISION OF RESPONSIBILITY Board of Directors Management Team * Approval of major community projects * Approval of Plans of Work * Evaluation of work * Complaints Service Delivery & Projects *Implementation of major projects * Preparation of Project Proposals & Grant Applications * Monitoring of Service Delivery * Attendance at Board Meetings * Approval of Clinic Policies * Approval of exceptional cases which exceed financial eligibility limits *vision, mission, strategic planning General Administration * implementation of clinic policies * allocation of case work * supervision of support staff * Maintenance of physical plant & assets January, 2007 PCLS Board Orientation
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BOARD – Member Job Description
Title: Board Member Contact Persons: Co-Chairs, Admin Assistant Purpose: A member of the PCLS board of directors is an integral part of the leadership team, providing direction and vision for PCLS. He or she is responsible, together with the full board of directors, for governance and oversight of all aspects of PCLS. Key responsibilities are governance and promoting the mission of PCLS. Requirements/Skills: 1. Commitment to the mission of PCLS; 2. Ability to work with other people; 3. Willingness to make the required time commitment; 4. Commitment to the financial well-being of PCLS, including oversight of the budget and fundraising process; 5. Commitment to encouraging staff development; 6. Ability to maintain confidentiality; and, 7. Willingness to be regularly accessible by telephone or other means. Responsibilities:1. Commitment to the mission of PCLS; 2. Ability to work with other people; 3. Willingness to make the required time commitment; 4. Commitment to the financial well-being of PCLS, including oversight of the budget and fundraising process; 5. Commitment to encouraging staff development; 6. Ability to maintain confidentiality; and, 7. Willingness to be regularly accessible by telephone or other means. Resources:1. Board Manual; 2. Board Website; and, 3. Board training, as needed. Minimum Time Commitment:1. Two Year Term; 2. Two to three hours of preparation and meeting time per board meeting; and, 3. Five hours total work per month. Results:1. Development of leadership skills; 2. An efficient, accountable organization; and, 3. Contribution to the very important cause of social justice and access to justice for the people of Parkdale/Swansea. January, 2007 PCLS Board Orientation
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PCLS Board Orientation
BOARD – Meetings As a corporation, PCLS can only function as a meeting of the members, a meeting of the directors, or by delegated agents. Most of the work of the clinic will happen in board meetings and sub-committee meetings. Meeting Preparation: Notice and ‘board package’ Review the agenda and materials Prepare any written reports in advance of the meeting. Whenever possible, formulate and ask your questions before the meeting. January, 2007 PCLS Board Orientation
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BOARD – Meeting Rules of Order
Board Orientation BOARD – Meeting Rules of Order The Rules of Order Procedural rules are used to maintain order at meetings. All persons must be recognized by the chair before speaking. Time limits may be set on certain topics. Learn the basics of rules of order to be sure motions and procedures are understood to your benefit. An excellent, inexpensive, 15 page booklet on the purpose and procedure for making motions can be ordered from Channing Bete Company by calling 800/ The booklet is titled, “The ABCs of Parliamentary Procedure.) ( Some associations appoint or hire a parliamentarian to guide and enforce the rules of order. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
BOARD Documents: Oath of Office – You will be asked to sign an Oath of Office. Code of Conduct – Included with the Oath of Office is a code outlining appropriate conduct as a board member, which you will be expected to comply with. January, 2007 PCLS Board Orientation
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BOARD – Executive Officers
Board Orientation BOARD – Executive Officers EXECUTIVE OFFICERS: President/Co-Chair; Co-Chair; Secretary; Treasurer The officers of the corporation have special duties described in the bylaws. Each board officer is, ex officio, a member of the Executive Committee. For each position on the Executive there are expectations and traditional duties but there is also room for individual initiative. Each person brings unique skills and talents to the role and contributes in his or her own way. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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BOARD – Role of the Co-Chairs
Board Orientation BOARD – Role of the Co-Chairs Ensure agenda is prepared and circulated prior to each Board meeting. Ensure that Board meetings are inclusive by explaining the background to discussions, reducing the use of legal jargon, and inviting members who have not spoken to an agenda item to contribute to the discussion Ensure that the Board has appropriate information in order to fulfill its responsibilities, make decisions, and plan for the future. Ensure that adequate number of meetings are held. Preside at meetings of Board, Executive, and General Membership [AGMs]. Maintain communication with committee and task group chairpersons to ensure effective functioning and accountability to the Board. President From the Constitution… Shall have served on the Management Board for at least one year prior to his/her election as President; Shall serve a two year term; Shall be the official spokesperson for PCLS; Shall preside at all meetings of the Executive Committee and the Management Board; Shall be an ‘ex-officio’ member of all committees Shall be an alternate signing officer, in the absence of the Treasurer From our experience… Sets the agenda for Management Board meetings Needs to be on Is often called on to attend meetings with Ministry of Education people Needs to be available to delegate and connect people to each other Often on the phone, or writing letters Needs to co-sign the bank documents with the Treasurer when s/he sets up accounts so that the bank has a record of the President’s signature as well as that of the Treasurer January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
President Fulfils all legal responsibilities, including signing all contracts and agreements. Responsible for interpretation of Board actions to membership. Needs to co-sign the bank documents with the Treasurer when we set up accounts so that the bank has a record of the President’s signature as well as that of the Treasurer Is the official spokesperson for PCLS; Is occasionally called on to attend meetings with LAO or Osgoode Hall Law School January, 2007 PCLS Board Orientation
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BOARD – Role of the Secretary
Board Orientation BOARD – Role of the Secretary The Secretary is responsible for: maintaining the official record of the decisions and policies initiated and/or formulated by the Board of Directors governing the operation of the organization. certifies any Board resolutions, member registry, by-laws, or certified copies of Board Minutes. oversees the custody of all corporate records, except financial records. Performs such duties as identified in the bylaws or assigned by the president. Add or discuss any special duties your organization delegates to this officer position. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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BOARD – Role of the Treasurer
Board Orientation BOARD – Role of the Treasurer Prepares an annual budget for approval Reviews & presents quarterly and monthly financial statements to the Board of Directors which provide the following key information: present surplus/deficit reasons for differences between actual surplus/deficit and budget implications of differences trends developing which will affect year‑end figures [at 6 month point] - analyses significant budget variances. Signs the financial certificates attached to quarterly LAO reports. Ensures records kept of all income and expenses. Responsible for filings required by law associated with finances. Add or discuss any special duties your organization delegates to this officer position. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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BOARD – Executive Committee
Board Orientation BOARD – Executive Committee Meets to conduct any urgent business between board meetings. Authorized by the bylaws and restricted by established policies and precedents. Allows important business to be conducted as issues arise with short notice. Who is on the executive committee? Are their limitations set as to what they may or may not take action upon? (Most likely found in the bylaws and/or policy manual.) Will minutes be distributed for the Executive Committee meetings? January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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BOARD – Standing Committees
Committee meetings are where much of the real work of the board is done. The committees are the "essential functional units of the organization." Committees on the Board are voluntary positions Most organization’s utilize committees. They also help identify potential leaders. January, 2007 PCLS Board Orientation
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BOARD – Committee Types
Board Orientation BOARD – Committee Types Standing Committees - found in the bylaws, ongoing. Ad Hoc & Task Forces - appointed as needed, disbanded upon completion of task. Work Groups and Special Interest Groups (SIGs) - specific in nature. Virtual Committees - solves a problem without meeting in person. Discuss the purpose and value of committees. How have the committee been charged with work thus far this year; are their goals and make up clear? Review the existing committees and opportunities for other workgroups to achieve the organization’s goals. Determine here if the current committees are properly appointed and charged with a plan of work. Could committees in some form serve the subgroups and special interests of members? What sort of reporting requirements are necessary to record the results of committee meetings. Consider any committees that are not performing properly and how to improve them. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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BOARD – PCLS Committee List
Board Orientation BOARD – PCLS Committee List Standing Budget & Funding Personnel Policy Membership & Community Participation Legal Aid Policy Occupational Health & Safety [joint union/board/management] Ad Hoc/Task Forces Negotiating Nominating Clinic Self Assessment Tool List your standing committees (found in the bylaws) and any task forces, ad hoc and other committees in existence. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
BOARD – Financial Role The board should carefully review all financial reports. The treasurer should prepare and propose an annual budget. The treasurer will present a financial report for the previous period, at each meeting. An annual audit is performed by an independent accountant. Financial responsibilities are critical to board performance. Focus the leadership on finances. Spend time with the treasurer to orient him or her to policies regarding finances. Prepare a monthly financial report and distribute at a minimum to the chief elected officer and treasurer; distribute a financial report at least quarterly to the board. Take this opportunity to distribute a sample financial report to discuss the meaning of the line items and various columns. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
PCLS Funding LAO Annual Funding 2006/07 Personnel Services Total salary pool and benefits ,139,974 Bookkeeper ,841 Total Funding for Personnel Services ,150,815 Operating Costs Travel ,860 Communications ,910 Office Rent ,406 Other Accommodation Costs ,481 Equipment expenses ,133 Office Supplies ,838 Library ,800 Conference Fees ,800 Total Funding for Operating Costs ,718 TOTAL ,427,043 NB – this does not include our annual funding from Osgoode Hall Law School [approx. $100,000.00] January, 2007 PCLS Board Orientation
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PCLS Financial Statements
The Board is responsible for reviewing monthly financial reports and quarterly financial statements from our bookkeepers: Monthly Financial Report Quarterly Financial Statements Audited Annual Financial Statements January, 2007 PCLS Board Orientation
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PCLS Board Orientation
BOARD – Calendar SEPTEMBER ● Annual General Meeting & Board Elections ● Audited Financial Statements ● Annual Report OCTOBER ● Organization of Board ● Update Corporate Records ● Joint Meeting of Old & New Board ● Evaluation Report from Old Board ● Set Date for Board Orientation ● Review 2nd Quarter Reports & Six-Month Significant Budget Variances NOVEMBER ● Special Board Orientation ● Funding Application for Next Year Due ● Evaluation of Staff & Executive Director DECEMBER ● Review Goals of previous year ● Set Goals for the coming year ● Board/Staff/Student Seasonal Celebration JANUARY ● Review 3rd Quarter Report FEBRUARY ● Review Budget to Year End ● Prepare T4 Tax Slips MARCH ● Expiry and Review of Collective of Agreement & Contracts of Employment APRIL ● Review Fourth Quarter Report ● File Charitable Tax Return MAY ● Review Policies & By-laws ● Osgoode year-end – review financial report ● Review MOU & Funding Agreement with LAO JUNE ● Plan Board Succession ● Volunteers for Articling Student Hiring ● Review Strategic Plan JULY ● Summer Vacation – no Board Meeting ● Executive Committee reviews 1st Q Report AUGUST ● Plan AGM ● Draft Annual Report ● Nominating Committee for Board Members January, 2007 PCLS Board Orientation
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BOARD – Succession Planning
Board Orientation BOARD – Succession Planning A responsibility of board members is to identify future leaders. The nominating committee plays a key role, but so does every board member. Committees may be a source of future leaders. Chat up a neighbour you think might make a good board member! Many volunteer organizations are finding it difficult to recruit potential leaders. Discuss this with the board and ask how they think new leaders can be encouraged and trained. Consider leadership mentoring, ongoing leadership training, and advertising for leadership. Seek diversity and inclusivity for the make-up of the board. Consider these basic needs of leaders as described in, “Volunteers - How to Get Them, How to Keep Them,” by Helen Little. Assign specific manageable task with a beginning and end. Match volunteer interests and reasons for volunteering. Provide a good reason for doing the task. Offer written, clear instructions. Provide or set reasonable deadlines. Allow the freedom to complete the task when and where it is most convenient Provide everything necessary to complete the task w/o interruption (tools, information, help.) Offer adequate training if it is needed. Provide a safe, comfortable, and friendly working environment. Follow up to see that the task is completed. Set interim goals. Make opportunities to provide feedback. Show appreciation, recognition and rewards. Celebrate achievements. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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Annual General Members Meeting
The following business is conducted: approval of the minutes of the preceding AGM; nominations and elections to the Board of Directors; presentation and approval of the audited annual financial statements; appointment of the auditor to hold office until the next AGM; approval of any changes to the Letters Patent or by-laws as recommended by the Board of Directors; approval of a resolution ratifying all the decisions and actions taken by the Board in the past year; an Annual Report about the achievements of the past year; and at the conclusion of the formal business meeting, the clinic may also choose to hold educational, social or recognition activities. January, 2007 PCLS Board Orientation
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BOARD - Outcome Measurement
Board Orientation BOARD - Outcome Measurement More and more service oriented organizations are moving to A ‘Program Outcome Model’: Looks at ‘outcomes’ (e.g. - difference in people’s lives), not just ‘outputs’ (e.g. - # of files opened, # of meetings or attendees) a more qualitative measure, but can be difficult or impossible to measure Inputs – Resources dedicated to or consumed by the clinic Activities – What the clinic does with the inputs to fulfill its mission Outputs – The direct products of clinic activities [files, hearings] Outcomes – Benefits for participants during and after program activities January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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BOARD – Client Service Measures
Board Orientation BOARD – Client Service Measures Each year the clinic reports to the board and to LAO the results of the following client service measures: We survey clients to determine satisfaction with our services 2. We survey our community partners — other agencies and community groups — to determine accessibility [perceptions of how accessible our clients find us] 3. We track the timeliness of our work (how quickly we got back to a client after the initial contact). ASAE’s Performance Review process is an excellent resource to associations. (ASAE ) The Association Self-Auditing Process® is a 150 question inventory of a nonprofit organizations operations and information, with the goal of increasing effectiveness, being efficient and reducing risk. It sells for $39 and is available from the author of this orientation program. ( ) Two excellent comparative analysis publications are available from ASAE. 1. Operating Ratios of Associations 2. Policies and Procedures (3 volumes) January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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Clinic Self Assessment Tool
The clinic annually assesses itself in the following nine areas: Board Composition: Planning For Diversity And Succession Good Governance Fiscal Responsibilities Community Relations Human Resource Accountability Needs Assessment And Annual Planning Range And Integration Of Services Provision Of Services: Conflict Of Interest, Confidentiality, Tickler, Legal Disbursement, Financial Eligibility And Legal Errors Provision Of Services: Supervision January, 2007 PCLS Board Orientation
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BOARD – Risk Management Strategy
Board Orientation BOARD – Risk Management Strategy A ‘risk management strategy’ helps an organization to protect itself by: Evaluating the activities of the organization that cause risk Eliminating risks as much as possible. Purchasing insurance to minimize risks. Constantly reviewing the potential risks and working to minimize them. There are risks that are associated with board service. The best way to control risk is to understand them and eliminate or minimize them. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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Compliance Audits & Policy
Regulatory obligations of an organization should be included in a regulatory compliance policy. This starts with identification of regulatory measures which apply to the clinic: A prioritizing of the requirements should be done based on relevance, potential damage should the requirements not be met, and assessment of the risk. Not all requirements are equally important. It is essential to determine which one are more important to the organization than the others; Identification of who is responsible for ensuring compliance with the requirements. Clearly staff and senior staff will have substantial responsibility for ensuring that there is compliance. However, certain officers may also be responsible, such as the Treasurer for financial matters, the secretary for corporate records and filings and so forth. The key is to have in place the correct person who has the skills, status and resources required and will be accountable for doing so January, 2007 PCLS Board Orientation
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BOARD – Volunteer Indemnity
Board Orientation BOARD – Volunteer Indemnity Often Misunderstood PCLS by-laws promise to indemnify board volunteers if they act on behalf of organization with good judgment. Does NOT cover any criminal activity, nor negligence. Does not prohibit lawsuits. Protects organization for up to the extent of the assets of the organization. Does not eliminate the need for insurance! Obtain a copy of your state’s Volunteer Immunity Protection Act to distribute and discuss. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
BOARD – Insurance Directors and Officers Liability (D&O) D&O premiums paid for by LAO for boards of clinics. covers the actions of the board in any errors or omissions again does NOT cover any criminal activity, nor negligence You may want to ask your insurance counselor to explain insurance coverages to the board. General counsel to the association should cover risk management with the board. Point out in the budget, the costs of various insurances. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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BOARD – Legal Considerations
Board Orientation BOARD – Legal Considerations Duty of Care Good business judgment at all times. Due diligence in decision making. Duty of Loyalty Avoid conflicts of interest. Duty of Obedience Faithful to the mission and goals. Follow the governing documents. These are three legal principles that apply to non profit boards. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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Statutory Obligations
STATUTE BREACH Federal Statutes Canada Pension Plan Act Failure to deduct, withhold and remit required pension contribution premiums for employees Employment Insurance Act Failure to deduct, withhold and remit required EI premiums Income Tax Act Failure to deduct, withhold and remit required amounts Personal Information and Protection and Electronic Documents Act See s. 28 Provincial Statutes Corporations Act Failure to keep books, records and registers and to provide members with access to such records and other information Corporations Information Act Making a false or misleading statement in the information provided to the Companies Branch Employment Standards Act Failure to pay employee wages and vacation pay Employer Health Tax Act Failure to pay the tax Occupational Health and Safety Act Failure to ensure that the corporation complies with the provincial workplace health and safety requirements Child and Family Services Act Failure to report suspected child abuse and where child abuse occurs as a result of its failure to properly monitor its employees and operations Pension Benefits Act Failure to make the appropriate contributions to an employee pension plan January, 2007 PCLS Board Orientation
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Other Laws to be aware of
Ontario Human Rights Code (See the Human Rights Commission web site at Workplace Safety and Insurance Act; (PCLS pays for Workers’ Comp Coverage for any workplace injuries) Canadian Environmental Protection Act, the Ontario Environmental Protection Act and related regulations; and Pay Equity Act (PCLS required to pay its employees a ‘pay equity adjustment each year equal to 1% of prior year’s payroll) January, 2007 PCLS Board Orientation
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BOARD – the importance of e-mail
PCLS Board members have come increasingly to rely on E- mail as the primary source of communication We often communicate electronically to save time, money, paper Please use lists Please keep your address information up-to-date for other Board members January, 2007 PCLS Board Orientation
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PCLS Board Orientation
BOARD – Supports For new Board members: board orientation board buddy board manual Ongoing support includes: board website board package management advice staff advice board treasurer board advisors board development board insurance administrative support reimbursement January, 2007 PCLS Board Orientation
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PCLS Board Orientation
Ground Rules Relax and be comfortable. Listen so that your board term will be as effective and powerful as possible — there are lots of good ideas around the table. Ask questions as they arise. Think in terms of your role as a Board member; responsible for the well-being and future of the organization. Refer to ground rules to make everyone feel comfortable. Explain that orientation is done annually to make everyone an effective member of the board, acquainting newly elected leaders with the mission, purpose and issues relating to the organization. Suggest that they turn off beepers and cell phones. You may also be handing out your own orientation manual or documents to which you’ll be referring throughout the agenda. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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PCLS Board Orientation
Thank You for Serving! Your board experience should be a positive one. The board is the caretaker of the organization. The board speaks as a whole, no board member should have more input or authority than others, unless authorized. Always ask questions as they arise. Thank you for serving on the board! Ask the board if they have questions that have not been answered by this orientation. Provide an evaluation form to additional input to improve next year’s orientation. If you need help with strategic planning, board orientation, association auditing or staff training, contact: Robert C. Harris, CAE 335 Beard Street Tallahassee, FL USA Association Management 101 Online© is available at the Websites of GSAE, FSAE and NJSAE. January, 2007 PCLS Board Orientation Parkdale Community Legal Services
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