The NPCA Report on Improving Governance As requested by the Presidents' Forum last summer in Portland OR, the NPCA Board has studied ways to improve its performance. The report of this effort is now available and will be discussed in Chicago, August 5-8. The proposals, if approved, would reduce the Board's size and change its composition, via an amendment to NPCA Bylaws to be placed before the NPCA membership in the fall. Read the executive summary and the supporting material including NPCA's Challenges Today and Tomorrow, what RCPVs say about the changes and then leave your own comments.

Improving NPCA's Governance: Supporting Data and Experience



Improving NPCA's Governance: Supporting Data and Experience

Supporting Data and Experience

PROPOSALS: As the Presidents' Forum requested, NPCA's Board studied ways to improve our governance structure and effectiveness.

In Portland OR, Aug. 2003, the Forum requested the Board to review its size and consider changes to improve efficiency (see Chart 1). The Board accepted, expanded the scope from size to governance, and charged its Governance Committee, led by Pete Johnson, to develop options. During the Board's Winter Meetings in Miami FL, Feb. 2004, it approved in principle to reduce size and streamline committees, and set parameters. Its decisions were posted in February on NPCA's website, Presidents' Forum page. The Governance Committee refined the proposals, analyzed changes in regions, and designed a transition plan. The Executive Committee and full Board reviewed and approved in April (see Appendix A). The five proposals are to:





Proposal 1. Amend By-laws to reduce Board size from a range of 25-30 to 15-21. Ideal size is 19. (Note: This proposal requires our Members to vote a change in a By-law; see Appendix C.)

Some leaders feel that a larger board is necessarily more representative and appropriate. Others argue that larger means more costly, less focused, and less effective -- our 30-member size makes meetings overly long and requires considerable staff support. A number of NPCA's veteran leaders - including Tim Carroll, John Coyne, Chic Dambach, Bob Gale, Karen Keefer, Roger Landrum, Dane Smith, and Steve Werner - endorse downsizing strongly. Some note the trend among non-profits toward leaner and more productive boards, with average size about 17. Others would prefer 8-12. Considering all factors, we recommend 19.





Proposal 2. Amend By-laws to change Board composition: about half to be appointed by Board, and those elected by the Members to be always in a majority of at least one. (Note: This proposal requires our Members to vote a change in a By-law; see Appendix C.)

The growing number, size, and complexity of NPCA services require that staff and board have business, professional, and fiduciary skills. Recruiting Members for board roles is difficult. Most elections are not contested, and attract shockingly few voters. The ideal of Directors elected to represent members is laudable; but more significant is how Members represent themselves, by voting with their hours as volunteers and their dollars -- paying dues, buying services, and giving or getting funds. Although a key role of any nonprofit's trustees is to help generate funds, not all our elected Directors can or do.

Elections cannot be counted on to produce a reliable flow of seasoned Directors at needed times. So, some veteran NPCA leaders argue that the Board should be 100%-appointed! But attracting experienced Directors willing to be appointed is also difficult. Moreover, NPCA's bedrock strength is its Members. Considering all factors, we recommend a balance.

This requires redefining regions. Considerable study led us to propose four worldwide country-of-service regions and five US regions; see Appendix B. A side benefit would be to reduce the wide disparity in numbers of Members in our current regions.





Proposal 3. Reduce number of standing committees from 14 to 4. Already done.

To improve efficiency and sharpen our focus on normal governance tasks, the Executive Committee voted in April to reduce the number of standing committees from 14 to 4 -- Executive, Governance, Finance, and Business and Development. However, program committees and task groups will continue to assist and advise NPCA's staff on services such as Advocacy and Global TeachNet. (See Charts 1 and 2.)

Moreover, we shall expand the roles of non-Directors in committee and program work. This valuable practice not only brings important perspectives and skills, but also helps to identify and orient potential Directors. One logical pool for recruiting talent is Group Leaders.





Proposal 4. Complete transition to the new structure by August 2005.

We should change as rapidly as possible, and have the new 19-member board in place by August 2005. See Appendix A for details.





Proposal 5. Help Presidents' Forum Steering Committee to increase the roles of Group Leaders.

Making NPCA more relevant to Members and more effective as a national voice requires more vigorous relationships with our 155 Groups. Presidents' Forum Coordinator Carol Rogers and several experienced Group Leaders propose to institutionalize the Steering Committee already authorized in our By-laws. This will create new leadership opportunities for Members.

The Steering Committee would consist of a combination of elected NPCA Directors and representatives from each of the US and country-of-service regions. It would meet twice a year, in between NPCA's Board meetings, to consider topics of interest to Groups. Its tasks during the first year would include:

1. Creating stronger procedures, meeting structure, electronic communications, etc.

2. Developing resources to help Group Leaders become more effective in governance.

3. Designing agenda and topics for the Summer 2005 Forum.

The Steering Committee would begin after the Chicago 2004 Forum.