THE ROLE OF THE BOARD IN AN NGO
Rodas Luis Julián Salas Sociologist. Specialist and Master in Social Sciences
julius34@une.net.co
bienhumano@une.net.co
http://www.bienhumano.org
Functions The Board corresponds in the chain of command, the second legislative level. Is formed, shaped mainly by the active members. Their legality and legitimacy is given by the statutes and the choice comes from the General Assembly. For legal purposes, you must be registered at the Chamber of Commerce where the NGO has its registered office prior written evidence of acceptance of office for each of the elected members.
As the functions of the Assembly General, the Board are contained in the statutes of the NGO, the most important: a.
Defining the policies of the organization in accordance with the statutes and the mandates of the General Assembly.
b. Choose the Chairman of the Board, the Vice President and Secretary for the pe-riod specified in the bylaws.
c. Appoint the Executive Director and establish other fees required for the proper functioning of the administration, assign roles and set assignments.
d. Create committees and / or ad-hoc committees and / or permanent. Set the number of its members, its functions and make the appointments. E.
Study and make decisions on matters submitted to it for consideration by the various committees and committees, the Executive Director or other personnel involved in the organization.
f. Submit to the General Assembly the financial reports and annual social.
g. Submit to the General Assembly's reform projects statutes.
h. Approve the annual budget and monitor its implementation,
i. Authorize the legal representative of the organization contracts with a value exceeding that authorized by statute. J.
Study, approve or reject applications Admission of new members.
k. Authorize the creation of security over any kind of movable and immovable property of the organization, or the limitation of its domain.
l. Make rules and regulations to carry out the objectives of the organization.
m. Its own regulations.
n. Evaluate their own performance, the committees and committees and the Executive Director
The marking of the functions and organizational structure does not allow the harmonious development of knowledge and a Board of Directors. Let's see in detail some of its main components:
As its name indicates either the Board is responsible to be aware of administrative and programmatic progress of the organization. This power will come from both statutes and by delegation of the will of the General Assembly. However, the fact that the functions are written down in statutes do not guarantee their full compliance, nor a guarantee of effective performance of the Board. As we shall see later, the type of organizational culture and management styles are also factors that determine its operation. The core functions of the boards do not differ significantly from one meeting to another, unless the corporations constituted of members which involved workers with voice and vote in the deliberations and debates of the Assembly. In this type of NGO Assemblies are a place where you decide fundamental issues of the organization and where they are accountable for the results of a Board and Executive direction, hence these NGOs assume the functions of government assemblies in other NGOs are optional on the boards such as the election of President (a) and the Director (a) Executive (a).
composition and size
The composition and size for a board of directors of an NGO is a matter primarily of opinion. There is no valid rule of a general nature, indicating the formation and the number ideal. Each NGOs according to their history, resources, objectives, stage of life cycle, and experience must find a way that is most convenient.
In the past the boards of NGOs and charity care, where the work was done mostly volunteers, the most important criterion for incorporating a new member was his social heritage, its prestige, its relationships and its ability to raise funds for the organization. No special skills are required for the Board. The complexity of social problems and the continuous changes in the environment today require a change in the criteria for membership of a Board of Directors. It is necessary that it set a explicit policy on the matter. The trend observed is that form has a place together where pluralism and diversity, and where, in addition, members can share the fulfillment of the responsibilities and functions specified by the statutes. It is also essential that members of the Board, whether or not partners meet and share the mission, vision and values \u200b\u200bof the organization.
" strategy of NGOs in Latin America is that one third of the Board be comprised of prominent leaders, nationally recognized, giving prestige to the Board and provide contacts, but they only have very limited time carry forward the actual work of the Board. The second third of the Board consists of active business leaders who can offer varying degrees of time and expertise. The remaining third is made up of other community leaders, educators, social scientists, professionals, etc. This balance helps the Board achieve its goals "1.
pluralism and diversity is reflected in the different professions and occupations of the members of the Board, who from their specialties and experiences can contribute to the development of the organization. In the Board should come together people with knowledge and relationships in the accounting, financial, political, social, legal and lobbying.
In terms of numbers there, either, set a single criterion. It is recommended that at least 5 members. The number depends on the size of the NGO and the complexity of its purpose and organizational structure. A large number of members may give rise to problems of a quorum and consensus. Some NGOs have nominal alternate, sometimes with two or three alternate numbers. In any case the number of members should be odd to avoid ties in voting.
Selection and recruitment
NGOs in the U.S. there is the figure of a nominating committee whose main function is to identify potential candidates to be members Board, evaluate and make an induction process. Colombian NGOs in this figure there. The recruitment and selection process is done by the Board and when I ordered the statutes, it presents to the General Assembly for approval.
in principle candidates for the Board are drawn from the NGO partners and if the rules allow them, they are seeking, also outside the organization. Due to the responsibilities inherent in the functions of the Board, it must define an ideal profile that contains personal characteristics, professional and ethical best fit the organizational culture. An important factor is the commitment and ownership to the organization, also the availability of time to devote to the work of the Board and committees and committees.
As discussed in the preceding paragraph, the Board must also consider the criteria of diversity and plurality in its composition to ensure efficiency in the performance and equitable distribution of responsibilities. Rather than a "collection of stars," the Board must function as a "constellation", which binds its members based on their personality and qualities and not on your experience and status, where rules prevail and working group team and not the relationships and individual talents.
Another factor to consider is to adopt a gender perspective in the selection and composition of the Board. The aim at a balance between thinking and views of male and female imprints fairness and objectivity to decisions in a sector where the presence has dominated and female thinking.
Board Types
A typology is a compilation of empirical and observable characteristics of a phenomenon of reality. Is valid in that it allows grouping and identify common elements of individuals, groups, species and organizations. In social reality rarely pure types are easy to perceive and description. The complexity, continuous interaction and change shape and unconfigured any attempt to establish permanent and rigid types. The four types of Board of Directors has set forth below under the theoretical knowledge provided by literature review and empirical knowledge and first hand of the boards of NGOs in our country. Are abstractions of reality, ideal types, which means in practice that a Board may have characteristic features of a particular type or characteristic of all.
autocratic Presidency: It occurs when the presidency is held by a person who has been born founder and grow organization that has devoted energy and capacity. The NGO created in His image and likeness is a fundamental part of their life plan. Accompanying persons on the Board of its proximity, selected according to criteria of social prestige, friendship or convenience. As founder (a) has always taken the strategic decision. Usually send and rarely anyone dares to contradict him, to discuss or propose ideas for change. The Executive Board will meet to retain its position, unconditional obedience being the essential condition to stay in office, the Board other people as passive recipients of the decisions of the President (a).
An autocratic presidency is that that always intrudes in the management of the Executive and the daily life of the organization. Live detail oriented and does not share or agree, most of the time, with proposals for the management and staff .. It is all-embracing, omnipotent and omnipresent. Fully exercised his autocratic power without allowing any semblance of democracy. Is convinced of the fairness and equity of its orders, which justifies its philanthropic and altruistic. The president's image (a) autocratic confused with the image of the organization. Not conceive of its life without him. The performance of office is for life. Never waiver requests resignations. Promotes the cult of personality and deals that have a visible picture or a plate of gratitude to honor his memory.
autocratic executive management: It shares the same qualities and defects of the autocratic president. It stands for power vacuum in the presidency, and consolidated for convenience of the Board. Autocratic executive management is eternal in his office by giving the impression that it is essential and irreplaceable for both the Board and the organization. His power and influence lies in the control of information and detailed knowledge of social activities and work of those who make the estates. Full power and authority which it exercises in the form wise and according to their particular conveniences. Disinformation and concealment of the truth are tactics he uses to control the operation and "participation" of members of the Board. In his dominant personality lies a self destructive initiatives and proposals for change. Is he or she who defines the strategic platform and policies of the organization. Convinced of the infallibility of their decisions as well as the assessment of their efforts and devotion to make the organization move ahead of others.
autocratic Executive management is incompatible with a committed Board and empowered by drowning out any attempt at intervention in the exercise of statutory functions. Authoritarianism is opposed to any attempt to exercise democratic governance. The Rumos, intrigue and compromise are the preferred tactics. Just as the autocratic president prefers to handle bilateral relations with members of the Board, rather than promote teamwork. The autocratic executive management is not only the Board, it is also the task force and other personnel of the entity. Needless to say, voluntary resignation or retirement program is not part of his agenda. The only thing that does not support an autocratic executive management is an autocratic president. Are mutually exclusive. The Board and the organization can "work" with one but never both. Boards
ceremonial : They are the logical outcome of a presidential or autocratic executive direction, or a power vacuum in the presidency and the leadership of the organization. Board members are decorative figures that lend their names to comply with statutory formalities and law are generally people who enjoy social status and prestige but have little time, commitment and knowledge of the organization and the social sector . Attend meetings of the Board, not with due regularity, but not deliberating, they provide ideas, not create value-added, do not decide any matter. Surely a president or autocratic executive management functions they have usurped. The Board members of a protocol remain, for years, in the comfort of not having responsibilities to fulfill, no one to assign them, remember and demand. On the agenda of a meeting protocol does not promote innovation, exchange, deliberation, change or creativity, is installed on the routine agenda, in formalities and social conventions. There is no ownership or interest in participating with enthusiasm. In consideration of passive assistance and its silence, get the membership of belonging to a board of an organization "successful." The ceremonial meetings may be called, too, "vase together." Boards
committed, responsible and successful: are those which the presidency and executive management exercise shared leadership that encourages participation and dedication to service of all members of the Board. Presidency and executive management are a dynamic duo who put, if the interests of the organization personnel. Exercise power and authority with moderation and democracy, without imposing arbitrary. Board members are selected and appointed in accordance with a specific profile which combines factors of gender, age, occupation, socioeconomic status and expertise, have a high sense of belonging, commitment, responsibility and knowledge of the organization and the social sector. Maintain fluid and frequent communication with both the presidency and the executive management. This type of board provides and requires permanent and updated information of program matters, administrative and financial aspects of the organization. Know, decide and share the strategic platform and the policies and guidelines. They are respectful of the jurisdictions and statutory powers of the presidency, the leadership and teamwork. Planning the agenda, regularly attend meetings of the Board, and make efficient use of time. This Board encourages self assessment of performance, accompanies and supports the management of the executive management and operating team, takes work, commissions and committees created without trying to co-manage.
A board committed, responsible and successful value-added product development and new opportunities for the organization. It provided the guarantees for sustainability, is a board that overcomes the routines of "social routines and administrative formalities, which promotes and is not afraid to change, which tracks the tasks and processes. Shared leadership of the presidency and the direction the Board makes the work a team effort, where opinions are respected and valued contributions individual and collective. In a board so all members get richer and people feel useful to the organization and society. Not afraid to share and integrate. Meetings are to appreciate the advantages of the renewal and retention of people who know and practice what the "good retirement at the right time." Stay
renewal versus
In our statutory period of a board from one to two years. There is no uniformity in the rules for re-election and change of membership. Some NGOs provide for the replacement of part of the members and at the same time, continuity, at least two members. This practice can create change, without trauma, in the composition of boards preserving the institutional memory of the processes at the top of the remaining partners.
Preparation, frequency and attendance at meetings
The preparation for each meeting between the President (a) and the Director (a) Executive (a), documentation members, developing a work plan , the efficient use of time, monitoring and follow-up programs and projects, the balance between financial and programmatic issues are procedural issues that contribute to the successful outcome of a Board of Directors.
Periodicity and assistance of members fulfilled a necessary condition but not sufficient to ensure compliance with the responsibilities of the Board with the organization, required when you can sort the agendas of the members and note deadlines for the preparation and scheduling of management reports Executive to determine in advance the date, time and duration but of meetings facilitates the smooth functioning of the Board. When a board fails to meet or comply with this basic agreement creates discontinuities in the dynamics that affect the management of both the board and the organization, this formality facilitates the work but not everything. It is essential also compliance with statutory functions and basic responsibilities.
factors not so much structure or laws that determine the success or failure of a Board but factors related to its composition and internal dynamics, the successful election of the members according to an established profile, achieve knowledge of the organization and the social sector, their commitment, sense of belonging, responsibility, attendance, punctuality integration and participation.
personality, management skills and shared leadership of the President (a) and the Director (a) Executive (a) are also critical success factors for managing a Board of Directors. But can not be ignored factors such as number of core members and alternates, the fixing of a date, time, time and place for meetings and the continuation and renewal of members.
Like all human interaction system board should maintain appropriate communication channels to facilitate teamwork and promote social integration of its members, authoritarianism and the distance from the president (a) and / or director (a) affects executive communication and participation of other members. Listening, dialogue, concentration and driving style democratic meetings and decisions enable harmonious interaction.
ethics, conflicts of interest and its management in the Board
NGOs aim and purpose of selfless service to the needs of individuals, groups and communities. Serve the common good and create public goods. Can not respond to the interests of its members (partners, employees and volunteers). The trust, transparency, honesty, respect, fairness, consistency, leadership, are among others, human values \u200b\u200bthat should guide the ethical behavior of those who govern and work in an NGO. If people are ethical, the organization is unethical. The activities must reflect the strategic direction. The public accountability must show that what he says and does an NGO rests entirely with reality. Inform and declare the source of income and expenditures obtained through donations, contracts or agreements are binding. The ethical commitment goes beyond "wanting to do good to others and society." The demands of this call for NGOs to intervene with timeliness, efficiency, effectiveness and professionalism in resolving the problems to which they have committed to contribute to mitigation and / solution. Misguided interventions or poorly made can lead to adverse and perverse effects on target population. Here's an ethical dimension of NGOs began to be seen and judged by other social actors, and its hit or miss, it hurts the trust and the public image of an organization or industry.
Conflicts of interest come to light in very different situations between members of a board, when it is intended that the entity's resources are invested in businesses or companies of one member, when the Board makes other entity competing for public resources for recruitment, when you want to favor one or more suppliers of goods and services where an owner or partner. If the best interests of the organization takes precedence over the private interest of a member of the Board, this should be made aware of the other status, and therefore, abstain or unable to decide or declare to benefit. If not proceed in that way creates a conflict of interest that may harm not only the integrity and good name of the Board, the organization, but questioned the member's expulsion or removal of those not sharing such good practice. A code of ethics possible to establish rules and procedures governing the conduct of members of the Board and the entire organization, between themselves and the external environment. In its drafting and adoption should involve everyone. This process is facilitated if there is a culture promotes and shares organizational values \u200b\u200band principles.
Rules Board
While the statutes provide for the functions to be fulfilled and sticking a board in practice runs the risk of operating routinely and informally. To avoid unnecessary disagreements and be clear in the course of action is appropriate for the Board, in plenary, to make its own rules.
A basic rules for NGO Board should include the following chapters: Chapter 1
: Composition, installation, site and call.
Chapter 2: Election of officers, general duties, functions the presiding te (a) of the Board, functions of the Secretary (a) commissions.
Chapter 3: Sections, quorum, decision making, agenda, discussions, speeches, presentation of projects, subject to the matters discussed, decisions and resolutions, loss of character of member records.
Chapter 4: Final Provisions: presentation of an excuse for not attending, Committees, matters not regulated.
Each member must have a copy of the regulation. The president and secretary of the Board are responsible for ensuring compliance. The rules should include, in an exhaustive manner, cases and situations that generate conflicts interest.
Board Chair
The office of President (a) the Board of Directors of an NGO has a double status: status granted in exchange for a social commitment. Although in most cases, does not pay for voluntary, nor the performance of executive tasks, does not mean that this exempted from responsibilities. Key Features
a. Chair meetings of the General Assembly and the Board. B.
Observe and enforce the rules of the organization. C.
Prepare in association with the Executive Director's agenda and the agenda of Board sessions. D.
Represent the organization to third parties and in different public or private. E.
Direct the general policy of the organization in accordance with the instructions of the Board and in collaboration with the Directorate. F.
To act as principal legal representative or alternate according to the statutes. G.
Submit to the General Assembly, in conjunction with executive management, an annual report on the results and management of the organization.
h. Support, advise and ensure compliance with the functions of the Director (a) Executive (a). I.
Other statutes that point, the General Assembly or the Board.
Some NGOs have, in addition, the figure of Vice (a) the Board of Directors, and its functions: a.
Replace the President (a) of the Board in temporarily or permanently absent. B.
Provide ongoing support to the President (a) in all matters relating to the progress of the organization.
President (a) of the Board is the superior of most senior Its role is not merely formal but high impact not only on the Board but throughout the organization.
General considerations on the Chair of the Board
The Chair of the Board of an NGO has a double condition: given prestige in exchange for a social commitment. Although in most cases, does not pay for voluntary, nor the performance of executive tasks, does not mean that it is free of responsibilities. The greatest responsibility is to guide, in the Board, setting policies and strategic platform of the organization. Governing is the task for the board and its presidency; manage the function pertaining to the Directorate and operational team.
The Presidency can not be a figurehead, a person must exercise effective leadership, commitment, sense of belonging, knowledge of organizational and industry social, human quality, vision, respect for the limits and responsibilities, fairness, effective communication, negotiation skills and moderate.
Presidency When someone is overbearing and domineering personality occurs, centralized management and biased by the Board. It often happens when the founder (s) and has always intervened in the administrative, financial and programmatic organization. This attitude causes discomfort, open or latent, in management and another person of the Board.
nominal or autocratic presidencies are harmful to the smooth running of the organization. The Chair should always putting the interests of the organization to own. Its mission is to serve and not serve, the President (a) should be treated at all times, maintain excellent relations with the Board, to listen carefully to opinions and ideas and ensure the participation of all in the debates and decisions. The relationship between the Presidency and the Executive are of particular importance for the proper functioning of the Board and the organization. If you are based on trust, respect, open communication, recognition and mutual support, conflict, always latent, can be solved without major injuries. Otherwise, the work of the Board and the organization suffers. The Chair of the Board, the senior organization, and the Executive Directorate, the highest rank within the administrative staff, exercise power and influence in the chain of command and organizational structure. A constant clash of personalities, styles and temperaments, but not only wears polarizing forces. The most convenient is the power-sharing and leadership, putting personal interests to those of the organization. Hence the importance of the Board in the right choice, both in the Presidency and the Executive Director in these matters, the Board can not err on pain of paying more than the error.
The Presidency represents the image of the organization must be willing and able to act in the public and the media, put his contacts and public relations serving the interests of the organization, and promote their own performance assessment, the Board and Executive Directorate.
[1]
strategies to consolidate an effective board: a workshop for board development. Draft. Without reference to author. Photocopy. The Nature Conservancy, Arlington, USA
