BOARD OF DIRECTORS TRAINING

RESPONSIBILITIES

TRAINER: Highlight and use appropriate passages, but not the whole thing.

Open discussions on items and ask for Best Practices that Lodges are using.

Section 16.020. … Anincorporated Lodge shall make provision for a Board of Directors which shallbe designated in accordance with the requirements of the corporation laws ofthe State or Territory in which such Lodge is situated and which shall be composed of the four Chair Officers of the Lodge and the Trustees, and whichshall be vested with the powers and duties conferred upon the Board of Trusteesby the Laws of the Order, including, but not limited to, Section 12.070….

Section 12.070. The Board of Trustees, or the Board of Directors if the Lodgeis incorporated under Section 16.020, (herein called “the Board”), after eachannual installation shall meet and organize by electing a Chairman and Secretarywho shall be members of the Board. The Chairman of the Board shall attendall District Deputy Clinics unless excused for good cause by the District Deputy,provided, however, in the event the Exalted Ruler or Esteemed Leading Knightis the Chairman, then one other member of the Board shall be designated bythe Board and required to attend all District Deputy Clinics. The Board, subjectto control by the Lodge, shall have the following powers: (a) control of thefunds, investments and real and personal property of the Lodge, not otherwiseprovided by law, and shall receive and collect the income and rents therefrom,(b) execute all leases, contracts or other papers when ordered by the Lodge.

The Board shall not have authority for listing of Lodge real estate for sale and/or entering into any sales contract prior to approval of such action by a majorityvote of the Lodge. The Board shall hold at least one regular meeting each monthand needed special meetings called by the Chairman. They shall keep minutesof each meeting of the Board. If the Lodge is not incorporated, the ExaltedRuler shall be given the same notice of all meetings of the Board, and in thesame manner, as is given to the other members of the Board. It shall also keepa record of investments made under direction of the Lodge, which shall showoriginal cost, the due dates and amount of interest or profit on investments, thedate and amounts of deposits made by it and date and amounts of drafts drawnfrom the bank by order of the Lodge.

It shall purchase all supplies ordered by the Lodge, and all papers, books andstationery needed by the Officers for the performance of their duties. It shallhold the bonds of the Officers, and shall present a monthly written report of itstransactions at the first regular meetings each month. It shall establish anAccident Prevention Program, with one member designated as AccidentPrevention Manager, to continually review and implement a policy, in concertwith Grand Lodge and State Association programs, to protect the Lodge fromclaims for accidents and injuries. It shall perform other duties as may be requiredby the Laws of the Order and By-Laws of the Lodge.

The Board shall present a segregated budget not later than the final regularmeeting of the Lodge in April, making appropriations for each of the severalobjects for which the Lodge must or may provide out of monies known to bein possession of the Lodge or estimated to come into it during the ensuingLodge year. A budget either in its original or modified form must be adoptedby the Lodge at the meeting or at the next regular meeting. After the budgethas been adopted, all expenditures during the Lodge year must be kept withinthe limits of the appropriations made. When a proposal is made for anexpenditure in excess of the adopted budget, the proposal shall be promptlyreferred to the Board for consideration and written recommendation at the nextregular Lodge meeting. The proposal may be adopted by not less than a twothirdsvote of the Members present at a regular meeting. The budget may includean item for contingent purposes to cover emergencies and expenditurestherefrom may be approved by a vote of two-thirds of the Members present ata regular meeting. Unexpended appropriations at the end of the Lodge yearshall be available for appropriation in the budget for the next Lodge year. InLodges where a Budget Committee is required by the By-Laws the budget shallbe prepared by that Committee. The Committee shall report to the Lodge bythe final regular meeting in April.

Budgets - Preparation and Revisions

  • Separate entities need separate BALANCED budgets – no using the bar profit to make up for the Lodge loss and calling it balanced.
  • Be realistic – You are not going to be able to cut the electric bill by 60%.
  • Do not figure out your expenses and “ghost-in” enough income to cover them.
  • The more detailed the better.
  • Revise the budget as often as necessary.
  • Operate within the budget.
  • Review it every month and evaluate what is going right and what is going wrong.

Asset Management

  • Inventory fixed assets at least once a year.
  • Keep detailed records of all investments.

Risk Management - Insurance

  • Property Plus and Liability through Grand Lodge
  • Workers Comp, flood, etc. may also be appropriate
  • Accident Prevention Manager
  • Self-Inspection Check list
  • Accident Reporting

Meetings

  • Must be at least one per month.
  • Report transactions to the floor each month.
  • Minutes are VITAL – a year from now who is going to remember what was discussed?
  • If Trustees also form the House Committee, there MUST be two separate meetings and two sets of minutes.
  • The BOD Chair MUST attend all DD clinics. If Exalted Ruler or Leading Knight is the Chair of the Board of Directors, another member must attend.

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TESA Officer Training – 2016 Board of Directors