GOVERNANCE
WHAT IS GOVERNANCE?
Throughout the history of the YWCA of the U.S.A., an evolutionary process of governing grew from its purpose. Decisions for today's YWCAs must take into consideration the uniqueness of this movement.
What is a YWCA and what distinguishes us from other organizations?
The answer to this question forms the core of the decision-making process regarding YWCA governance.
The following are the current assumptions upon which decisions regarding YWCA governance should be made:
CONSIDERATIONS PRIOR TO CHANGE IN GOVERNANCE STRUCTURE
The preceding assumptions lay a base for the development of a new governance process. A full and open dialogue among members, staff, volunteers and Board members will help ensure the design of a model to meet local needs and set priorities within the context of a national movement. YWCA standards are set at each National Convention. YWCA standards focus on its mission, membership, financial stability, public policy, continuity of leadership, and the meaning of membership in a national organization. Without complete review and understanding of YWCA standards, a decision-making process regarding a governance model could easily be incomplete.
It cannot be overemphasized that all discussion and decisions regarding governance must be driven from the Mission of the YWCA and not from the direct merits of the variety of governance models available for consideration. Clarifying the philosophical, strategic and operational boundaries of an organization will facilitate the review of governance models and the governance process.
Keep in mind that all changes lead to new consequences.
TOWARD A NEW GOVERNANCE
What is the difference between governance and management? Governance is the process by which a Board of Directors functions as a unit to direct the organization. Management is the style of implementation used by staff to translate governance policy into programs and services. Exploring the YWCA's unique decision-making process, fundamental belief systems and Mission will help you better understand the current assumptions upon which decisions regarding the YWCA governance must be made.
The President's primary role is to:
To counteract the tendency to drift, effective Boards regularly ask:
The process need not be complicated. If during the course of a discussion, the President or any other Board member senses that the Board has started to stray from matters of governance, the observation could be tested through timely inquiries such as:
Politely posed, such inquiries can refocus the Board on larger issues.
CORPORATE RESPONSIBILITY OF THE PRESIDENT
AND EXECUTIVE DIRECTOR
Remarks by
Glendora M. Putnam, former National President
30th Triennial Convention
YWCA of the U.S.A., Key Leaders Luncheon
San Jose, California
March 25, 1985
YWCAs are corporate bodies chartered as not-for-profit organizations under the laws of the state of location for member associations and the State of New York for the National Board. Boards of Directors of these organizations are elected to exercise the corporate powers prescribed by the laws of the state. The President is elected leader of the Board of Directors and has ultimate responsibility for assuring that the purposes of the corporation are being carried out.
The corporate body has a policy making function which entails assuring sound management, active participation in provisions of necessary funds, responsibility for preserving institutional independence, clarifying the institutional mission, interpreting the community, ensuring financial solvency and enhancing the public image. It's responsibility is of a fiduciary nature - a trust exercised for the benefit of the organization, its members and the public it raises money to serve. It requires special care and loyalty in managing institutional affairs.
It is the President's responsibility to assess what information the Board members need to make the decision necessary for the well being of the corporation at a particular time and to set the agenda in such a way that allows the Board to concentrate time and energy on the critical issues at hand. The President organizes the Board to accomplish its goals and appoints the chairs, vice-chairs and members of such committees as are necessary to do the Board's work. And it is the President's responsibility to assure that such committees carry out their assigned charge.
The Board has the power to delegate its authority to operate the organization to employees. In the YWCA, this authority is delegated to an Executive Director who further is delegated the authority to employ such other staff as is necessary to operate the organization responsibly. While the Board can delegate, it cannot abdicate.
The President should review and assess the authority delegated regularly and assure that the Board does as well. This duty usually can be accomplished by reviewing periodic reports sufficient to allow the members to maintain the necessary vigilance over the activities of the corporation.
The Executive Director is the leader of the staff component and is the agent of the Board of Directors exercising such powers as are given to her or him. Because it is a delegation from the Board, not an abdication of Board responsibility, the Executive Director must operate the organization with the degree of accountability consistent with the degree of authority.
While the powers of the Board and staff generally are stated in terms that imply "The Board makes the policy and the staff carries them out," that is seldom true and certainly is not true in the YWCA. Out partnership structure makes necessary the inclusion of staff in the shaping of policy with the Board so that it can be carried out effectively. Our partnership makes necessary the opportunity for staff policy development for Board response and action. Once policy is shaped through our partnership process and consensus is reached on implementation, accountability for execution is that of the Executive Director.
The President has a monitoring and evaluating role to insure that the day-to-day direction is effective and consistent with policy directives while, at the same time, keeping appropriate distance from the day-to-day operations. This is best accomplished in our organization through constant feedback.
The best Boards and Presidents are informed leaders - with information sufficient to make effective judgments but not so much information that they become incapacitated and unable to absorb what is necessary to make decisions about the issues at hand.
The Executive Director and the President work together to determine and manage the information flow.
Also, the best Boards and Presidents are questioning leaders. As has been said, "Boards must keep their noses in every facet so that they may keep their fingers out."
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