Reach Unlimited Board of Directors Policy Manual

Reach Unlimited Board of Directors Policy Manual

Revision #3 February 2012

Revision #2 November 2011

Revision #1 September 2011

1.0Executive Limitations Policies

1.0.0 Global Executive Limitations Policy

The Executive Director (ED) shall not cause nor shall there be any organizational practice, activity, decision, or circumstance that is either unlawful, imprudent, or in violation of commonly accepted business and professional ethics and practices.

2.0Governance Process Policies

2.0.0Global Governance Process Policy

The purpose of the Board is to assure that Reach Unlimited achieves quality support services for people with intellectual and developmental disabilities consistent with board policies.

2.1 Conduct of Board Meetings

2.1.1 The Chair will call all board meetings.

2.1.2 The Chair will publish the agenda one week prior to the meeting.

2.1.3The Chair will call for agenda items with action items prior to the agenda being published. Topics or actions will not be taken up unless they are on the agenda. The agenda may be amended by vote of the board.

2.1.4The Secretary shall publish minutes within seven days of the meeting and will cover actions taken and action needed to be taken between board meetings.

2.2Nomination Process

2.2.1The Nomination Committee will be the Board Development Committee.

2.2.2Nominations will be presented at the August meeting and voted on at the September meeting.

2.2.3The Nominations Committee will define and review annually the qualities and criteria of the board members they are seeking, will interview each candidate, inform them about Reach Unlimited and board responsibility, and have them sign a commitment before being presented to the board as nominees.

2.2.4The Nominations Committee will present qualities and criteria for board member needs at May meeting.

2.2.5Names shall be submitted to the Nominations Committee by the June board meeting.

2.2.6The Nominations Committee will present a slate of officers for the next year at the August meeting and the board will vote on the slate at the September meeting.

2.3Terms of Board Members and Officers

2.3.1The term of a director and officer begin October 1 and ends September 30.

2.3.2Terms are determined as the following:

2.3.3Term Board Member

2.3.3.aTerm Board Members serve a two year term.

2.3.3.bCan serve up to three consecutive terms for a total six years.

2.3.3.cThere will be a minimum of seven term board members per year for a total of 14. Seven elected for odd years and seven elected for even years.

1. At-Large Board Members
2. At-Large Board Member serve a one year term.
3. Can serve up to three terms as the Term Board Members desire and can convert to a Term Board Member.
4. There will be up to seven at large board members positions available.

2.3.4.dAt-Large Board Member is reserved for example: Immediate Past Chair, Capital Campaign Chairs, Building Committee members, donors, folks who need to stay on after their term expires, etc. This gives us flexibility.

2.3.4.eWe do not have to have all seven filled.

2.3.4.fOnly up to three immediate Term Board Members may serve as At-Large Board members at any given time.

1. Board Members
2. Any Board Member, Term and At-Large, can serve a maximum of nine consecutive years.

2.3.5.bAny Board Member, Term and At-Large, must take at least one year off from board service before rejoining the board after their maximum number years of consecutive service has been reached.

2Possible topics:

2.1 Governing style

2.1.1 Emphasis on outward vision rather than internal operations

2.1.1.1 Board will initiate policy and rather than simply react to staff suggestions

2.1.1.2 Board will direct and inspire the organization with clear written policies reflecting the values and perspectives of the Board

2.1.1.3 The Board will discipline itself with standards for attendance, preparation for meetings, and observance of policy

2.1.1.4 Board will develop new members with orientation sessions and periodic discussion of duties.

2.1.2 Strategic leadership more than administrative detail

2.1.3 Future view rather than past or present

2.1.4 Distinction between Board and ED functions

2.1.5 etc.

2.2 Board job description

2.3 Board Secretary’s Role

2.4 Board member’s code of conduct

2.5 Board committee structure and principles

2.5.1 Executive

2.5.2.aThe purpose of the Executive Committee is to be a sounding board for the Executive Director, carry out the decisions and actions of the board between meetings, implement the annual review of the Executive Director

2.5.2.bThe Executive Committee consists of the Chair, Vice Chair, Treasurer, Secretary, and Immediate Past Chair.

2.5.2 Finance

2.5.2.aThe Purpose of the Finance Committee is to fulfill fiduciary oversight responsibilities of board by:

1. Review and monitor spending policy consistent with organization’s long term goals

2. Review and monitor program and management appropriations and capital spending

3. Other matters as the board may decide (monitoring of expenses also means monitoring of revenue)

2.5.2.bThe chair of the Finance Committee will be the Treasurer and the committee will be made up of the Executive Committee and at least two other members appointed by the Chair.

2.5.3 Property

2.5.3.aThe primary purpose of the Property Committee is to ensure the facilities and property of RUI are used to realize the mission of RUI.

2.5.3.bThe chair of the Property Committee will be the Vice Chair and the committee will have at least three other members.

2.5.4Board Development

2.5.4.aThe primary purpose of the Board Development Committee will be to draft and update policy and manage the policy manual; set board member expectations and provide a process of accountability; and establish and maintain a formal relationship between the Board and our Executive Director.

2.5.4.bThe chair of the Board Development Committee will be the Secretary and the committee will have at least three other members.

2.5.5Culture

2.5.5.aThe purpose of the Culture Committee is to establish and maintain an environment culture where clients come first and foster relationships to achieve the mission of RUI for current and future clients.

2.5.5.bThe chair of the Culture Committee will be appointed by the Chair and the committee will have at least three other members.

2.6 Cost of governance

3.0Board – Management Delegation Policies

3.0.0Global Board – Management Delegation Policy

The Board’s sole official connection to the operational organization, its achievements, and conduct will be through an Executive Director.

4.0 Ends Policies

4.0.0Global Ends Policy

Clients with intellectual and developmental disabilities will achieve their health, well being, happiness and potential in our caring community.